Terms of Service

Last Updated: February 2022

Artloca Limited, a privately owned company. (“Artloca” “we” or “our”) provides a service for viewing, selling and purchasing original and editioned works of art and commercially exploiting digital images of works of art through our website, accessible at www.artloca.com (the “Site”) or mobile application (the “Mobile Application”) together with any services, software, tools, features or functionality made available by Artloca (each, a “Service” and collectively, the “Services”).

Artloca is not acting as an agent in any capacity for any Member, except as specified in the Payments Terms of Service (“Payment Terms”).

Our Mission.

Our mission is to showcase the beauty, diversity and spectacle of planet Earth through Artist’s perspectives. Artloca celebrates the talent of our community of artists who are inspired by the world we live in. From photographs to cartographers, to paintings to prints, users will be able to browse millions of artwork listings to find the ones of the locations special to them. Learn more about an artwork by reviewing the description and photos, the Sellers profile, and past Customer reviews.

Please read carefully the following terms and conditions (“Terms”) and our Privacy Policy, which may be found at www.artloca.com/privacy (the “Privacy Policy”). These Terms, the Privacy Policy, and any other policies linked to herein, govern your access to and use of the Services, and constitute a binding legal agreement between you and Artloca.

Certain areas of the Services and your access to certain Services may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms and the terms and conditions posted for a specific area of the Services or for access to specific Services, the latter terms and conditions shall take precedence with respect to your use of or access to that area of the Services.

PLEASE READ THESE TERMS CAREFULLY. THESE TERMS INCLUDE AN AGREEMENT TO ARBITRATE, WHICH MEANS THAT YOU AGREE TO SUBMIT ANY DISPUTE RELATED TO YOUR USE OF THE SERVICES TO BINDING INDIVIDUAL ARBITRATION RATHER THAN PROCEED IN COURT. IF YOU WANT TO OPT-OUT OF THE AGREEMENT TO ARBITRATE, YOU MAY DO SO PROVIDED YOU FOLLOW THE PROCEDURES SET FORTH BELOW IN THE SECTION ENTITLED “AGREEMENT TO ARBITRATE”. THE DISPUTE RESOLUTION SECTION ALSO INCLUDES A CLASS ACTION WAIVER, WHICH MEANS THAT YOU AGREE TO PROCEED WITH ANY DISPUTE INDIVIDUALLY AND NOT AS PART OF A PROPOSED CLASS. THESE TERMS ALSO INCLUDE A WAIVER OF YOUR RIGHTS TO A TRIAL BY JURY IRRESPECTIVE OF WHETHER YOU AGREE TO ARBITRATE YOUR CLAIMS.

YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE SERVICES OR BY SELLING OR PURCHASING A WORK ON OR THROUGH THE SERVICES OR BY POSTING ANY CONTENT ON THE SERVICES, YOU ARE INDICATING THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS, WHETHER OR NOT YOU HAVE REGISTERED WITH THE SERVICES. IF YOU DO NOT AGREE TO THESE TERMS AND THE PRIVACY POLICY, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE SERVICES.

If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, “you” and “your” will refer and apply to that company or other legal entity.

Modifications to these Terms

Artloca reserves the right, at its sole discretion, to modify, discontinue or terminate the Services or to modify these Terms, at any time and without prior notice. If we modify these Terms, we will post the modification on the Services or provide you with notice of the modification. We will also update the “Last Updated Date”. By continuing to access or use the Services after we have posted a modification on the Services or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Services. We encourage you to check back regularly to review these Terms.

Modifications to the Services

We reserve the right to change the URL, modify or discontinue, and restrict or block access to, the Services without notice to you. We may modify or remove any Works of Art (as defined below), Digital Works (as defined below), Editioned Works (as defined below) Artloca Content (as defined below) or Member Content (as defined below) from the Services at any time without notice to you, including the removal of any works of art or content that we believe to be obscene, lewd, lascivious, filthy, excessively violent, harassing, or otherwise objectionable.

Occasionally, there may be information on the Services that contains typographical errors, inaccuracies or omissions. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information if any such information on the Services is inaccurate at any time without prior notice. We undertake no obligation to update, amend or clarify information in the Services, except as required by applicable local, state, federal or international laws, regulations, or statutes. No specified update or refresh date applied to the Services should be taken to indicate that all information on the Services has been modified or updated.

Eligibility

The Services are intended solely for persons who are 18 or older. Any access to or use of the Services by anyone under 18 is expressly prohibited. By accessing or using the Services you represent and warrant that you are 18 or older.

Artloca’s Role

We offer a platform that enables Users/Members to publish, offer/sell, search for, and buy artworks. When Members make or accept a purchase, they are entering into a contract directly with each other. Artloca is not and does not become a party to or other participant in any contractual relationship between Buyers and Sellers. Artloca is not acting as an agent for any Member except for where Artloca Payments acts as a collection agent as provided in the Payments Terms. While we work hard to ensure our Members have great experiences using Artloca, we do not and cannot control the conduct or performance of Buyers and Sellers and do not guarantee (i) the existence, quality, safety, suitability, or legality of any Listings or Services or (ii) the truth or accuracy of any Listing descriptions, Reviews, or other Content provided by Members. You acknowledge that Artloca has no general obligation to monitor the use of the Artloca Platform and verify information provided by our Members, but has the right to review, disable access to, remove, or edit Content to: (i) operate, secure and improve the Artloca Platform (including for fraud prevention, risk assessment, investigation and customer support purposes); (ii) ensure Members’ compliance with these Terms; (iii) comply with applicable law or the order or requirement of a court, law enforcement or other administrative agency or governmental body; (iv) address Member Content that we determine is harmful or objectionable; (v) take actions set out in these Terms; and (vi) maintain and enforce any quality or eligibility criteria, including by removing Listings that don’t meet quality and eligibility criteria. Where we remove or disable Content, we will notify a User/Member and provide the reasons for such a measure, unless such notification would (i) prevent or impede the detection or prevention of fraud or other illegal activities, (ii) harm the legitimate interests of other Members or third parties, or (iii) contravene applicable laws. You may appeal such a decision by contacting our customer service. Members agree to cooperate with and assist Artloca in good faith, and to provide Artloca with such information and take such actions as may be reasonably requested by Artloca with respect to any investigation undertaken by Artloca regarding the use or abuse of the Artloca Platform.

Account Registration

In order to list a work on the Services or to make a purchase through the Services, (other than users who utilise the guest checkout option), you must first create an account (“Account”) by completing our registration process. During the registration process you will be required to provide certain information and you will establish a username and a password. Upon completion of our registration process or by utilising our guest checkout option you will become a “Member.” You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete, for example if you become VAT registered. Artloca reserves the right to suspend or terminate your Account if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete. You are responsible for safeguarding your password. You agree not to disclose your password to any third party and to take sole responsibility for any activities or actions under your Account, whether or not you have authorised such activities or actions. You will immediately notify Artloca of any unauthorised use of your Account.

You may not register more than one account or transfer your account to someone else. You are responsible for maintaining the confidentiality and security of your account credentials and may not disclose your credentials to any third party. You must immediately notify Artloca if you suspect that your credentials have been lost, stolen, or your account is otherwise compromised. You are responsible and liable for activities conducted through your Artloca Account.

Your Account with Artloca

You’ll need to create an account with Artloca to use some of our Services. Here are a few rules about accounts with Artloca:

A. You must be 18 years or older to use our Services.

B. Be honest with us. Provide accurate information about yourself. It’s prohibited to use false information or impersonate another person or company through your account.

C. Choose an appropriate name. If you decide to not have your full name serve as the name associated with your account, you may not use language that is offensive, vulgar, infringes someone’s intellectual property rights, or otherwise violates the Terms.

D. You’re responsible for your account. You’re solely responsible for any activity on your account. If you’re sharing an account with other people, then the person whose financial information is on the account will ultimately be responsible for all activity. If you’re registering as a business entity, you personally guarantee that you have the authority to agree to the Terms on behalf of the business. Also, your accounts are not transferable.

E. Protect your password. As we mentioned above, you’re solely responsible for any activity on your account, so it’s important to keep your account password secure.

F. Let’s be clear about our relationship. These Terms don’t create any agency, partnership, joint venture, employment, or franchisee relationship between you and Artloca.

Privacy

See Artloca’s Privacy Policy at www.artloca.com/privacy for information and notices concerning Artloca’s collection and use of your personal information.

Seller Terms and Conditions

Listing on Artloca.

Seller. As a Seller, Artloca offers you the opportunity to share your artwork, with our vibrant community of Users and potential buyers. It’s easy to create an artwork listing/s and you are responsible pricing, describing and shipping your artwork Listing.

Contracting with Buyers. When you accept a purchase request, through the Artloca Platform, you are entering into a contract directly with the Buyer, and are responsible for delivering the Artwork under the terms and at the price specified in your Listing. You are also agreeing to pay applicable Artloca’s commission (and applicable taxes) for each purchase. Artloca Payments will deduct amounts you owe from your payout.

Independence of Sellers. Your relationship with Artloca is that of an independent individual or entity and not an employee, agent, joint venturer or partner of Artloca, except that Artloca Payments acts as a payment collection agent as described in the Payments Terms. Artloca does not direct or control your Art listings and you understand that you have complete discretion whether and when to provide artworks and at what price and on what terms you list them.

Managing Your Listing.

Creating and Managing Your Listing. The Artloca Platform provides tools that make it easy for you to set up and manage a Listing. Your Listing must include complete and accurate information about your artwork or product, your price, other charges like framing and shipping etc. You are responsible for your acts and omissions as well as for keeping your Listing information (including availability) accurate at all times.

Know Your Legal Obligations. You are responsible for understanding and complying with any laws, rules, regulations and contracts with third parties that apply to your Listing. You are responsible for handling and using personal data of Buyers and others in compliance with applicable privacy laws and these Terms, including our Privacy Standards. If you have questions about how local laws apply you should always seek legal advice.

Search Ranking. The ranking of Listings in search results on the Artloca Platform depends on a variety of factors, including these main parameters:

Buyer search parameters (e.g. location, medium, price, dimension)
Listing characteristics (e.g. location, medium, price, dimension),
Buyer purchase experience (e.g. customer service and cancellation history of the seller, service, communication, ease of purchase etc)
Buyer preferences (e.g. Saved Listings, location from where the Users/Buyers are searching).

Search results may appear different on our mobile application than they appear on our website. Artloca may allow Sellers to promote their Listings in search or elsewhere on the Artloca Platform by paying an additional fee. More information about the factors that determine how your Listing appears in search results, our current promotional programs (if any) and how we identify promoted Content can be found in our Help Center.

Your Responsibilities. You are responsible for your own acts and omissions and are also responsible for the acts and omissions of anyone you allow to process an order in providing your Seller Services. You are responsible for setting your price of your Listing. You must describe any and all fees and charges in your Listing description and may not collect any additional fees or charges outside the Artloca Platform except those expressly authorised by our Offline Fee Policy. Do not encourage Buyers to create third-party accounts, submit reviews, provide their contact information, or take other actions outside the Artloca Platform in violation of our Off-Platform Policy.

You acknowledge and agree that you are solely responsible for all Works of Art and Digital Works that you make available through the Services. Accordingly, you represent and warrant that: (i) as to Works of Art that you make available through the Services, you are the creator or consignee of all such Works of Arts and you are the sole and exclusive owner or have permission from the owner to sell all such Works of Art; (ii) as to Digital Works that you make available through the Services, you are either the sole and exclusive owner of all such Digital Works or you have all rights, licenses, consents and releases that are necessary to grant to Artloca the rights in such Digital Works as contemplated under these Terms; and (iii) neither the Works of Art nor Digital Works that you make available through the Services nor Artloca’s use and exploitation thereof as contemplated under these Terms will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, intellectual property rights or other third party rights, or result in the violation of any applicable law or regulation.

Selling as a Gallery. If you work with an art gallery or sell artwork as part of a team, business or other organisation, the entity and each individual who participates in providing these Services, is responsible and liable as a Seller under these Terms. If you accept terms or enter into contracts, you represent and warrant that you are authorised to enter into contracts for and bind your team, business or other organisation, and that each entity you use is in good standing under the laws of the place where it is established. If you perform other functions, you represent and warrant that you are authorised to perform those functions.

Listing Works on the Services

As a Member, you may submit listings of works of art you have created and that you desire to sell through the Services. You may not submit listings for Works of Art that were created by another artist without permission via consignment or other written agreements.

In order for your listings to be accepted, you must provide Artloca with all the information requested by Artloca and you must comply with any other Artloca requirements as identified to you. Without limiting the generality of the foregoing, if you submit listings for sale you may be required to verify your identity by separately providing Artloca with a copy of a government-issued ID, tax identification, VAT ID, or similar documentation and information. Your listings must be accurate and complete and comply with Artloca’s then-current listings content guidelines, which are available at www.artloca.com/guidelines. Artloca reserves the right to edit any listings to ensure that they comply with these guidelines. You acknowledge that your listings may not be immediately searchable by keyword or category for several hours (or up to 24 hours or more in some circumstances). The placement of your listings in search and browse results may be based on factors that include without limitation location, title, keywords and price.

You acknowledge that Artloca reserves the right to promote and market Works of Art through the use of sales and/or discounts. The sale or discount amount will apply to the listing price of Works of Art and/or Printed Works (defined below) relating to the Digital Works. You always retain the right to remove an Artwork listing from the Services – please see below for instructions.

If you want to remove a listing for a Work of Art or from the Services you must go to your account, click on the image you want to delete and then click on Delete and follow the steps set forth on that page.

Online Sales

If you submit listings for Works of Art, you are selling such Works of Art through the Services and on third party websites and sales channels (collectively “Online Sales”) and you hereby grant Artloca a worldwide, transferable, nonexclusive, right and license, with a right to sublicense, to: (i) use, reproduce, distribute, publicly perform and publicly display copies of the Works of Art sales via the Sales Channels; and (ii) access, view, use, crop, resize, copy, distribute, license, publicly display, publicly perform, transmit and broadcast copies of the Original Work of Art in any form, medium or technology now known or later developed for the purpose of promoting Artloca, the Services. You acknowledge and agree that the foregoing license rights are granted on a royalty-free basis and that your sole compensation for the grant of such license rights, if any, will be in the form of the Artist Revenue Share (defined below), which is payable only upon the sale of an Work of Art via the Online Sales channel.

If you submit listings for Digital Works, you will permit Members and other third parties to purchase fine art reproductions of the Digital Works (collectively, “Printed Works”) through a print-on-demand service.

If you submit listings for Digital Works, you hereby grant Artloca a worldwide, transferable, nonexclusive, right and license, with a right to sublicense, to: (i) use, modify (as appropriate in connection with the print-on-demand services and shipping of Printed Works), reproduce, distribute, publicly perform and publicly display the Digital Works to Members and other third parties via Online Sales and through other offline channels (“Offline Sales”); and (ii) access, view, use, crop, resize, copy, distribute, license, publicly display, publicly perform, transmit and broadcast copies of the Digital Works in any form, medium or technology now known or later developed, for the purpose of promoting Artloca and the Services. You acknowledge and agree that the foregoing license rights are granted on a royalty-free basis and that your sole compensation for the grant of such license rights, if any, will be in the form of the Artist Revenue Share (defined below), which is payable only upon the sale of a Digital work via Online Sales channels and Offline Sales channels. Artloca may appoint one or more third party subcontractors, who may exercise the license rights above for the purpose of enabling Artloca to process and fulfil orders for Printed Works.

If an Original Work of Art and/or Printed Works are sold via a third party website, the terms and conditions of the third party website will apply to the purchase in question by the applicable purchaser via the third party website. However, as between you and Artloca, these Terms will apply to the sale of such Original Work of Art and/or Printed Work.

Artloca and/or its third party service providers will be responsible for collecting billing and shipping information from the purchaser and for processing payment for such purchases via the Services. For purchases made via third party websites and for Offline Sales, the applicable third party website or Artloca’s Offline Sales partner will be responsible for collecting billing and shipping information, as applicable, from the purchaser and for processing payments, and will remit applicable payments relating to such sales as agreed upon between Artloca and the third party website or Artloca’s Offline Sales partner, as applicable, to Artloca and share related shipping information, including the contact details of the purchaser where necessary, with Artloca.

For Original Works of Art only, Artloca will provide you with the name and address of the purchaser and, unless otherwise instructed in writing by Artloca, you will be responsible for shipping the purchased Original Work of Art directly to the purchaser. Artloca will provide you with information regarding its preferred shippers with which Artloca maintains an account. You agree to ship the purchased Original Work of Art to the purchaser within seven (7) days following the date of purchase (the “Shipping Period”). If you do not ship the purchased Original Work of Art to the purchaser prior to the expiration of the Shipping Period, then the sale may be cancelled. If you ship the purchased Original Work of Art via a Artloca preferred shipper account, Artloca will be responsible for the cost of shipping. You are responsible for providing accurate shipping weight, shipping dimensions and shipping address to Artloca if you are using a Artloca preferred shipper. If actual shipping weight, shipping dimensions and shipping origination information at the time of shipment varies from the information provided by you, Artloca (after providing documentation) reserves the right to deduct the resulting increased shipping costs from your Artist Revenue Share (defined below). If you do not ship the purchased Original Work of Art via an Artloca preferred shipper or if you pay for the cost of shipping yourself, Artloca will reimburse you for the amount you paid for shipping, up to the amount that Artloca or the third party website charged the purchaser for shipping.

For sales of Original Works of Art via the Online Sales channels, Artloca will credit your Account in an amount to be determined in accordance with Artloca’s then-current standard pricing and revenue share terms. (The “Artist Revenue Share”); for sales of Original Works of Art via the Services, subject to Artloca’s receipt of confirmation of delivery to the purchaser, Artloca will credit your Account with the corresponding Artist Revenue Share following the expiration of the return period and for sales of Original Works of Art via third party websites, Artloca will credit your Account with the corresponding Artist Revenue Share within a commercially reasonable time after it has received payment from the third party website and the Original Work of Art has been confirmed to have been successfully delivered to the purchaser, as determined by Artloca, in its sole discretion.

You agree to comply with the terms and conditions of Artloca’s then-current Return Policy that are applicable to any Original Works of Art that are sold through the Services.

For sales of Printed Works via Online Sales and Offline Sales, Artloca will credit your Account visible in the Sales Dashboard with the applicable Artist Revenue Share as set forth in Artloca’s then-current standard pricing and revenue share terms.

You will have the right to request Artloca to remit the Artist Revenue Share in your Account in accordance with a Artloca-designated payment schedule. Upon the termination of these Terms or cancellation of your Account, Artloca will remit to you the remaining balance of Artist Revenue Shares in your Account, if any.

If you remove a listing for a Digital Work from the Services, the license rights granted by you to Artloca with respect to such Digital Work will terminate as of the date the listing is removed, except that such license rights will survive and remain in effect for as long as necessary for Artloca and its third-party subcontractors to fulfil any in-progress orders for such Printed Works and for any orders for such Printed Works accepted by Artloca or its third-party subcontractors or its Online Sales partners via third party websites and its Offline Sales partners prior to or as of the effective date of termination. In addition, you acknowledge and agree that the license rights granted by you to Artloca with respect to using such Digital Work to promote Artloca, the Services will remain in full force and effect for only as long as necessary for Artloca to fulfil any current obligations that require using the Digital Work for such promotional purposes.

Commission

If you sell an original work, Artloca will receive a 20% commission on the final sale price. If a promotional discount code is offered, the discount will be deducted from the price of the artwork and the 80/20 commission split will then be calculated. (See below for more information on Promotional Discounts)

For open edition prints, artists are entitled to 80% of the profit on each sale.

If you sell a Limited Edition Print through Limited by Artloca, artists are entitled to 50% of the profit on each sale. *Profit is calculated from the final sale price minus the costs of production.

	Seller	Artloca
Originals & Limited Edition Prints	80% of sale price	20% of sale price
Open Edition Prints	80% of sale price minus costs of print production	20% of sale price after costs of production
Limited by Artloca	50% of the sale price minus cost of print production	50% of sale price after costs of production

PURCHASER TERMS AND CONDITIONS

Searching and Buying on Artloca.

Searching. You can search for Artworks by using criteria like the type of Artwork, location, dates, price and dimensions. You can also use these filters to refine your search results. Search results are based on their relevance to your search and other criteria.

Purchasing. When you purchasing an artwork listing, you are agreeing to pay all charges for your purchase including the price, applicable fees including shipping and taxes and any other items identified during checkout (collectively, “Total Price”).

Purchases of Original Works of Art

As a Member, you may purchase Original Works of Art that are listed by other Members on the Services. When you purchase such an Original Work of Art through the Services, you are purchasing the work from the Member identified on the listing for such work and not from Artloca. Prices for Original Works of Art will be as specified on the applicable listing. You acknowledge that prices do not include shipping and handling charges (unless specifically indicated on the Site) or applicable Taxes (defined below) including VAT, if any, for which you are responsible and which will be separately identified on your receipt. Artloca and/or its third party service providers will collect your billing and shipping information and process your payment. Certain Original Works of Art (including, but not limited to, oversized works and sculptures) may require additional shipping and handling charges and special arrangements. The Member identified on the listing of the Original Work of Art will ship the purchased work directly to you. The terms and conditions of Artloca’s then-current Return Policy apply to any Original Works of Art that you purchase through the Services. When you purchase Original Works of Art via Online Sales (other than via the Services) such purchases will be subject to the terms and conditions of the applicable Online Sales channels which will be presented to you at the time of purchase.

Purchases of Printed Works

As a Member, you may purchase Printed Works that are listed by other Members on the Services. Prices for Printed Works will be as specified on the applicable listing. You acknowledge that prices do not include shipping and handling charges or applicable Taxes (defined below), including VAT, if any, for which you are responsible and that will be separately identified on your receipt. When you purchase Printed Works through the Services, Artloca and its third party service providers will collect your billing and shipping information will be collected, your payment will be processed, Printed Works will be shipped directly to you. The terms and conditions of Artloca’s then-current Return Policy apply to any Printed Works that you purchase through the Services. When you purchase Printed Works via Online Sales (other than via the Services) and Offline Sales such purchases will be subject to the terms and conditions of the applicable Online Sales and Offline Sales channels, which will be presented to you at the time of purchase.

Order Cancellations

Artloca reserves the right to cancel any order for an Original Work of Art or Printed Work placed via the Services if Artloca determines, in its reasonable discretion, that the item is priced incorrectly, out of stock, discontinued, or otherwise unavailable at the price listed via the Services. If Artloca cancels an order placed via the Services, Artloca will send you an email confirmation of such cancellation and you will not be charged for your order.

Terms for both Sellers and Purchasers

Transaction Restrictions

If you are a Member and have submitted a listing for an Original Work of Art or a Digital Work and have been contacted through the Services by another Member with respect to purchasing either of the foregoing, or a similar work or custom piece related to a listed work of art, you may not sell such Original Work of Art or Digital Work to such Member independent of Artloca and the Services. Similarly, if you are a Member and desire to purchase an Original Work of Art or Digital Work for which another Member has submitted a listing, or a similar work or custom piece related to a listed work of art, you may not purchase such Original Work of Art or Digital Work from such Member independent of the Artloca and the Services. Violation of this provision may result in the termination of your Member account as an artist or buyer, in addition to any other remedies available to Artloca Art including, without limitation, injunctive or other appropriate relief.

Taxes

All prices, commissions, fees and other amounts referred to in these Terms, including any prices, commissions and fees set forth on the Services, are stated in U.S. dollars/British Sterling and do not include any sales, use, value added (“VAT”), goods and services (“GST”) or similar taxes or withholding taxes or any customs, duties or tariffs that may be assessed by any governmental tax authority or that are otherwise payable under applicable law with respect to the purchase, sale and licensing transactions contemplated hereunder (collectively, “Taxes”). If you are a seller of Original Works of Art and/or Printed Works, you acknowledge that Artloca will withhold the Taxes required to be withheld from the payments Artloca makes to you. Seller must fill out appropriate Tax forms prior to any amounts being paid, as follows:

For an artist living within the United States, a W9 Tax Form must be filled out for both the sale of an Original Work of Art or Printed Work.
For an artist living outside the United States, a W8BEN Tax Form must be filled out for Original Works of Art and Printed Works.

If you are a purchaser of Original Works of Art and/or Printed Works, you acknowledge that Taxes including VAT will be added to the amounts charged, when required or when allowed to do so. Each party will be responsible for complying with any and all obligations imposed on it under applicable law with respect to the collection and payment of any Taxes including VAT. Each party will cooperate with the other party, and furnish the other party with any customary written documentation or forms required under applicable law to enable the other party to comply with such obligations or to exercise any rights available under applicable law to minimise or to qualify for an exemption from any such obligations.

8. Taxes.

8.1 Seller Taxes. As a Seller, you are responsible for determining and fulfilling your obligations under applicable laws to report, collect, remit or include in your price any applicable VAT or other indirect taxes, income or other taxes (“Taxes“).

8.2 Collection and Remittance by Artloca. In jurisdictions where Artloca facilitates the collection and/or remittance of Taxes on behalf of Seller, you instruct and authorise Artloca to collect Taxes on your behalf, and/or to remit such Taxes to the relevant Tax authority. Any Taxes that are collected and/or remitted by Artloca are linked to Sellers on their transaction records, as applicable. Artloca may seek additional amounts from Sellers (including by deducting such amounts from future payouts) in the event that the Taxes collected and/or remitted are insufficient to fully discharge that Sellers’ tax obligations, and you agree that your sole remedy for Taxes collected by Artloca is a refund from the applicable Tax authority. You acknowledge and agree that we retain the right, with prior notice to affected Members, to cease the collection and remittance of Taxes in any jurisdiction for any reason.

8.3 Tax Information. In certain jurisdictions, Tax regulations may require that we collect and/or report Tax information about you, or withhold Taxes from payouts to you, or both. If you fail to provide us with documentation that we determine to be sufficient to support any such obligation to withhold Taxes from payouts to you, we may withhold payouts up to the amount as required by law, until sufficient documentation is provided. You agree that Artloca may issue on your behalf invoices or similar documentation for VAT, GST, consumption or other Taxes for your Product Sales to facilitate accurate tax reporting by our Users and their organisations.

Colour

You understand and agree that Artloca uses commercially reasonable efforts to display the colours of Original Works of Art, Digital Works and Printed Works accurately via the Services. However, because individual computer monitors may display colours differently, Artloca is not responsible for the colour accuracy of any Original Works of Art, Digital Works or Printed Works displayed on the Services, and disclaims all liability in this regard.

Member Content

Parts of the Artloca Platform enable you to provide feedback, text, photos, audio, video, information and other content (“Content”). By providing Content, in whatever form and through whatever means, you grant Artloca a non-exclusive, worldwide, royalty-free, sub-licensable and transferable license, for the term of the protection of the rights so licensed, to access, use, store, copy, modify, prepare derivative works of, distribute, publish, transmit, stream, broadcast, and otherwise exploit in any manner such Content to provide and/or promote the Artloca Platform, in any media or platform, known or unknown to date and in particular on Internet and social networks. If Content includes personal information, such Content will only be used for these purposes if such use complies with applicable data protection laws in accordance with our Privacy Policy. Where Artloca pays for the creation of Content or facilitates its creation, Artloca may own that Content, in which case supplemental terms or disclosures will say that. You are solely responsible for all Content that you provide and warrant that you either own it or are authorised to grant Artloca the rights described in these Terms. You are responsible and liable if any of your Content violates or infringes the intellectual property or privacy rights of any third party. Content must comply with our Content Policy and Nondiscrimination Policy, which prohibit, among other things, discriminatory, obscene, harassing, deceptive, violent and illegal content. You agree that Artloca may make available services or automated tools to translate Content and that your Content may be translated using such services or tools. Artloca does not guarantee the accuracy or quality of translations and Members are responsible for confirming the accuracy of such translations.

You acknowledge and agree that you are solely responsible for any Member Content that you make available on or through the Services. You represent and warrant that: (i) you are the sole and exclusive owner of all Member Content that you make available on or through the Services or that you have all rights, licenses, consents and releases that are necessary to make available such Member Content and to grant all rights and licenses in such Member Content as granted under these Terms; and (ii) neither the Member Content nor your making available any Member Content on the Services nor any use of any Member Content as permitted under these Terms will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

Reviews.

After each Product sale, Buyers will have an opportunity to review Sellers based on their service, manner and accuracy of product description. Your Review must be accurate and may not contain any discriminatory, offensive, defamatory, or other language that violates our Content Policy or Review Policy. Artloca reserves the right to edit or delete reviews.

Artloca Content

Artloca may also make available through the Services text, graphics, audio, video and images of works of art (collectively, “Artloca Content”), some of which is owned by Artloca (“Artloca-owned Content”), and some of which is made available under license by a third party (“Artloca-licensed Content”). Artloca authorises you to download, view and print Artloca-owned Content solely for your personal use in visiting the Services and, if you are a Member, in connection with exercising the rights granted to Members under these Terms. For Artloca-licensed Content, the scope of your rights thereto will be solely as set forth in the applicable license agreement that governs the use of such content, as identified on the Services where such content appears. Nothing in these Terms is intended to modify, restrict or limit the scope of your rights as to such Artloca-licensed Content. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Artloca or its licensors, except for the licenses and rights expressly granted in these Terms.

Your Content

Content that you post using our Services is your content (so let’s refer to it as “Your Content”). We don’t make any claim to it, which includes anything you post using our Services (like shop names, profile pictures, listing photos, listing descriptions, reviews, comments, videos, usernames, etc.).

A. Responsibility for Your Content. You understand that you are solely responsible for Your Content. You represent that you have all necessary rights to Your Content and that you’re not infringing or violating any third party’s rights by posting it.

B. Permission to Use Your Content. By posting Your Content through our Services, you grant Artloca a license to use it. We don’t claim any ownership to Your Content, but we have your permission to use it to help Artloca function and grow. That way, we won’t infringe any rights you have in Your Content and we can help promote it. . For example, you acknowledge and agree Artloca may offer Sellers or Artloca buyers promotions on the Site, from time to time, that may relate to your listings

C. Rights You Grant Artloca. By posting Your Content, you grant Artloca a non-exclusive, worldwide, royalty-free, irrevocable, sub-licensable, perpetual license to use, display, edit, modify, reproduce, distribute, store, and prepare derivative works of Your Content. This allows us to provide the Services and to promote Artloca, your Artloca shop, or the Services in general, in any formats and through any channels, including across any Artloca Services, our partners, or third-party website or advertising medium. You agree not to assert any moral rights or rights of publicity against us for using Your Content. You also recognise our legitimate interest in using it, in accordance with the scope of this license, to the extent Your Content contains any personal information.

Consider these examples: if you upload a photo or video of a listing on your Artloca store, we have permission to display it to buyers, and we can resize or enhance it so it looks good to a buyer using our mobile app; if you post a description in English, we can translate it into French so a buyer in Paris can learn the story behind your item; and if you post a beautiful photo or video of your latest artwork, we can feature it – often along with your shop name and shop picture – on our homepage, in one of our blogs or even on a billboard to help promote your business and Artloca’s.

D. Reporting Unauthorised Content. Artloca has great respect for intellectual property rights, and is committed to following appropriate legal procedures to remove infringing content from the Services. If content that you own or have rights to has been posted to the Services without your permission and you want it removed, please follow the steps listed in our Intellectual Property Policy . If Your Content is alleged to infringe another person’s intellectual property, we will take appropriate action, such as disabling it if we receive proper notice or terminating your account if you are found to be a repeat infringer. We’ll notify you if any of that happens.

E. Inappropriate, False, or Misleading Content. This should be common sense, but there are certain types of content we don’t want posted on Artloca’s Services (for legal reasons or otherwise). You agree that you will not post any content that is abusive, threatening, defamatory, obscene, vulgar, or otherwise offensive or in violation of our Content Policy or any part of our Terms. You also agree not to post any content that is false and misleading or uses the Services in a manner that is fraudulent or deceptive.

General Prohibitions

You agree not to do any of the following:

Post, upload, publish, submit or transmit any text, graphics, images, software, music, audio, video, information or other material that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, intellectual property rights or other third party rights; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any other person; (vii) harms minors in any way; or (viii) promotes illegal or harmful activities, products or substances.
Use, display, mirror or frame the Services, or any individual element within the Services, Artloca’s name, any Artloca trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Artloca’s express written consent;
Access, tamper with, or use non-public areas of the Services, Artloca’s computer systems or network, or the technical delivery systems of Artloca’s providers;
Attempt to probe, scan or test the vulnerability of any Artloca system or network or breach any security or authentication measures;
Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Artloca or any of Artloca’s providers or any other third party (including another user) to protect Services, Artloca Content or Member Content;
Attempt to access or search Services, Artloca Content or Member Content or download Artloca Content or Member Content from the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by Artloca or other generally available third party web browsers;
Send any unsolicited or unauthorised advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
Use any meta tags or other hidden text or metadata utilising a Artloca trademark, logo URL or product name without Artloca’s express written consent;
Use Services, Artloca Content or Member Content for any commercial purpose or the benefit of any third party in any manner not otherwise permitted by these Terms;
Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use Services, Artloca Content or Member Content to send altered, deceptive or false source-identifying information;
Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services, Artloca Content or Member Content;
Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;
Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
Impersonate or misrepresent your affiliation with any person or entity;
Violate any applicable law or regulation; or
Encourage or enable any other individual to do any of the foregoing.

12. Artloca Platform Rules.

12.1 Rules. You must follow these rules and must not help or induce others to break or circumvent these rules.

Act with integrity and treat others with respect

Do not lie, misrepresent something or someone, or pretend to be someone else.
Be polite and respectful when you communicate or interact with others.
Follow our Nondiscrimination Policy and do not discriminate against or harass others.

Do not scrape, hack, reverse engineer, compromise or impair the Artloca Platform

Do not use bots, crawlers, scrapers or other automated means to access or collect data or other content from or otherwise interact with the Artloca Platform.
Do not hack, avoid, remove, impair, or otherwise attempt to circumvent any security or technological measure used to protect the Artloca Platform or Content.
Do not decipher, decompile, disassemble or reverse engineer any of the software or hardware used to provide the Artloca Platform.
Do not take any action that could damage or adversely affect the performance or proper functioning of the Artloca Platform.

Only use the Artloca Platform as authorised by these Terms or another agreement with us

You may only use another Member’s personal information as necessary to facilitate a transaction using the Artloca Platform as authorised by these Terms.
Do not use the Artloca Platform, our messaging tools, or Members’ personal information to send commercial messages without their express consent.
You may use Content made available through the Artloca Platform solely as necessary to enable your use of the Artloca Platform as a Buyer or Seller.
Do not use Content unless you have permission from the Content owner or the use is authorised by us in these Terms or another agreement you have with us.
Do not request, make or accept a product sale or any payment outside of the Artloca Platform to avoid paying fees, taxes or for any other reason. See our Offline Fee Policy for exceptions.
Do not require or encourage Users to open an account, leave a review, or otherwise interact, with a third party website, application or service before, during or after a reservation, unless authorised by Artloca.
Do not engage in any practices that are intended to manipulate our search algorithm.
Do not use, copy, display, mirror or frame the Artloca Platform, any Content, any Artloca branding, or any page layout or design without our consent.

Honour your legal obligations

Understand and follow the laws that apply to you, including privacy, data protection, and export laws.
If you provide us with someone else’s personal information, you: (i) must do so in compliance with applicable law, (ii) must be authorised to do so, and (iii) authorise us to process that information under our Privacy Policy.
Read and follow our Terms, Policies and Standards.
Do not use the name, logo, branding, or trademarks of Artloca or others without permission.
Do not use or register any domain name, social media handle, trade name, trademark, branding, logo or other source identifier that may be confused with Artloca branding.
Do not offer Products that violate the laws or agreements that apply to you.

Reporting Violations. If you believe that a Seller, Product, User or Content has violated our Standards, you should report your concerns to Artloca.

Copyright Notifications. If you believe that Content on the Artloca Platform infringes copyrights, please notify us in accordance with our Copyright Policy.

Artloca will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. Artloca may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that Artloca has no obligation to monitor your access to or use of the Services or to remove any Member Content, but has the right to do so for the purpose of operating the Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. Artloca reserves the right, at any time and without prior notice, to remove or disable access to any Member Content, listings for Original Works of Art or Digital Works, Artloca Content or any other text, graphics, images, software, music, audio, video, information or other content or material that Artloca, at its sole discretion, considers to be objectionable, in violation of these Terms or otherwise harmful to the Services.

RESALE TERMS AND CONDITIONS

On every sold artwork, an option will be displayed next to the artwork that says, “Make an Offer” that allows buyers to submit a bid. If the artist deletes the work from the site, it is no longer eligible for resale offers.

Resellers

The resale offer option will be displayed on all sold artworks. If someone makes an offer on an artwork that you have purchased through Artloca, you will be contacted by Artloca via email with the offer price as well as detailed instructions on how to move forward if you agree to sell. If you do not wish to accept the offer presented to you, you’re welcome to decline the offer. Should you decide to accept the offer, a member from our team will work closely with you through every step to the process.

Your earnings: You will earn a portion of the offer amount net the artist’s resale payment (see below).
Shipping and Handling: You are responsible for packaging, labelling, and coordinating pickup or drop-off with a courier. In addition, we allow sellers to arrange a pickup or drop-off with one of Artloca’s couriers. You are required to deliver the artwork in the same condition and materials as described in the artwork description online or as discussed and agreed upon with Artloca’s advisory team.
Certificate of Authenticity: Reseller is required to deliver any certificate of authenticity that accompanied the artwork in the original purchase.

Resale Buyers

On every sold artwork, you’ll see an option next to the artwork that says, “Make an Offer.” Proceed through the steps to confirm your offer. Once you have made your offer one of our curators will contact you to facilitate this process. If your offer is accepted, we will work with you to handle payment and logistics.

The offer form does not require registration or payment information. It simply collects your offer amount, personal message, and contact information (name, email).
All resale orders are final unless the artwork arrives damaged. In the event of damaged artwork, the order will undergo the same refund process as with any regular order. If the work is determined to be beyond repair or restoration, then you will be eligible for a refund.
In addition to the agreed upon price, additional costs such as shipping, customs/duties, and Taxes including VAT may be applied thereafter. All such costs will be clearly communicated to buyers before collecting payment.
Once you have confirmed you would like to proceed, you will need to provide your payment information before we process your purchase.
If your offer is declined by the owner of the artwork, you agree that a curator may contact you to let you know and to help find similar works or facilitate a commission by the same artist.
You cannot apply any promotional discounts to your offer.

ADDITIONAL TERMS AND CONDITIONS

Sweepstakes and Contests

Artloca may operate sweepstakes, contests and similar promotions (collectively, “Promotions”) through the Services. You should carefully review the rules (e.g., the “Official Rules”) of each Promotion in which you participate through the Services, as they may contain additional important information about Artloca’s rights to and ownership of the submissions you make as part of the Promotions and as a result of your participation in such Promotions. To the extent that the terms and conditions of any Official Rules conflict with these Terms, the terms and conditions of the Official Rules will control.

Artloca’s Intellectual Property

The Services and Artloca Content are protected by copyright, trademark and other laws of the United Kingdom and foreign countries. Except as expressly provided in these Terms, Artloca and its licensors exclusively own all right, title and interest in and to the Services and Artloca Content, including all associated intellectual property rights. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Artloca Content.

Copyright Policy

Artloca respects copyright law and expects its users to do the same. It is Artloca’s policy to terminate in appropriate circumstances of Members or other Account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders. Please see Artloca’s Copyright Policy for further information.

Links

The Services may contain links to third-party websites or resources. You acknowledge and agree that Artloca is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by Artloca of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.

Termination and Account Cancellation

If you breach any of these Terms, Artloca will have the right to suspend or disable your Account or terminate these Terms, at its sole discretion and without prior notice to you. Artloca reserves the right to revoke your access to and use of the Services, Artloca Content and Member Content at any time, with or without cause. In the event Artloca terminates these Terms for your breach, you will remain liable for any amounts due hereunder. You may cancel your Account at any time by sending an email to [email protected]

Termination, Suspension and other Measures.

Term. The agreement between you and Artloca reflected by these Terms remains in effect until either you or we terminate the agreement in accordance with these Terms.

Termination. You may terminate this agreement at any time by sending us an email or by deleting your account. Artloca may terminate this agreement for any reason by giving you 30 days’ notice via email or using any other contact information you have provided for your account. Artloca may also terminate this agreement immediately and without prior notice and stop providing access to the Artloca Platform if (i) you materially breach these Terms or our Policies, (ii) you violate applicable laws, or (iii) such action is necessary to protect the personal safety or property of Artloca Users, or third parties (for example in the case of fraudulent behaviour of a Member), or (iv) your account has been inactive for more than two years.

Member Violations. If (i) you breach these Terms, our Policies, or our Standards, (ii) you violate applicable laws, regulations or third party rights, (iii) you have repeatedly received poor Reviews or Artloca otherwise becomes aware of or has received complaints about your performance or conduct, (vi) you have repeatedly cancelled confirmed bookings or failed to respond to Sales requests without a valid reason, or (vii) such action is necessary to protect the personal safety ArtlocaUsers, or third parties, Artloca may:

suspend or limit your access to or use of the Artloca Platform and/or your account;
suspend or remove Listings, Reviews, or other Content;
cancel pending or confirmed bookings; or
suspend or revoke any special status associated with your account.

In case of non-material violations or where otherwise appropriate, you will be given notice of any intended measure by Artloca and an opportunity to resolve the issue, unless such notification would (i) prevent or impede the detection or prevention of fraud or other illegal activities, (ii) harm the legitimate interests of other Users or third parties, or (iii) contravene applicable laws.

Legal Mandates. Artloca may take any action it determines is reasonably necessary to comply with applicable law, or the order or request of a court, law enforcement or other administrative agency or governmental body, including the measures described above in Section 13.3.

Effect of Termination. If you are a Host and terminate your Artloca account, any confirmed Sales will be automatically cancelled and your Buyers will receive a full refund. If you terminate your account as a Buyer, any confirmed Purchases will be automatically cancelled and any refund will depend upon the terms of the Listing’s cancellation policy. When this agreement has been terminated, you are not entitled to a restoration of your account or any of your Content.

Appeal. If Artloca takes any of the measures described in this Section 13 you may appeal such a decision by contacting our customer service.

Mobile Services and Applications

“Mobile Services” means certain software and services that are available via a mobile device, including: (i) the ability to upload data to the Services via a mobile device; (ii) the ability to use the Services from a mobile device; and (iii) the ability to access certain features through a Mobile Application downloaded from the Services and installed on a mobile device.

Wireless Carriers. To the extent you access the Mobile Services through a mobile device, your wireless carrier’s standard charges, data rates and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices.

Notifications and Messages. By using the Mobile Services, you agree that we may communicate with you regarding Artloca and other entities by SMS, MMS, text message or other electronic means to your mobile device for the purpose of providing the applicable service and that certain information about your usage of the Mobile Services may be communicated to us. In the event you change or deactivate your mobile telephone number, you agree to promptly update your Account information to ensure that your messages are not sent to the person that acquires your old number. In the event that you fail to comply with the obligation to promptly update your Account information when changing or deactivating your mobile telephone number, you accept full responsibility for any of your messages, which may not be delivered or may be sent to the person that acquires your old number.

Mobile Application. Subject to your compliance with these Terms, Artloca grants you a limited non-exclusive, non-transferable, non-sublicensable, revocable license to download, install and use a copy of the applicable Artloca Mobile Application on a mobile device that you own or control and to run such copy of the mobile application solely to access the Mobile Services for your own personal non-commercial purposes. Furthermore, with respect to any Mobile Application accessed through or downloaded from the Apple App Store (an “App Store Sourced Application”), you will only use the App Store Sourced Application: (i) on an Apple-branded product that runs iOS (Apple’s proprietary operating system); and (ii) as permitted by the “Usage Rules” set forth in the Apple App Store Terms of Service.

App Stores. You acknowledge and agree that the availability of the Mobile Application and the Mobile Services is dependent on the third party from whom you received the Mobile Application license, e.g., the Apple or Android app stores (“App Store”). You acknowledge that these Terms are between you and Artloca and not with the App Store. Artloca, not the App Store, is solely responsible for the Mobile Application and the Mobile Services, the content thereof, maintenance, support services, and warranty thereof, and addressing any claims relating thereto (e.g. product liability, legal compliance, or intellectual property infringement). You agree to pay all fees (if any) charged by the App Store in connection with the Mobile Application and the Mobile Services. You agree to comply with, and your license to use the Mobile Application and the Mobile Services is conditioned upon your compliance with, all applicable third party terms of agreement (e.g., the App Store’s terms and policies) when using the Mobile Application and the Mobile Services. You acknowledge that the App Store (and its subsidiaries) are third party beneficiaries of these Terms and will have the right to enforce them.

Accessing and Downloading the Mobile Application from the Apple App Store. The following applies to any Mobile Application accessed through or downloaded from the Apple App Store:

You acknowledge and agree that: (i) these Terms are concluded between you and Artloca only, and not Apple; and (ii) Artloca, not Apple, is solely responsible for the App Store Sourced Application and content thereof. Your use of the App Store Sourced Application must comply with the Apple App Store terms of service.
You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App Store Sourced Application.
In the event of any failure of the App Store Sourced Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App Store Sourced Application to you and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App Store Sourced Application. As between Artloca and Apple, any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Artloca.
You and Artloca acknowledge that, as between Artloca and Apple, Apple is not responsible for addressing any claims you have or any claims of any third party relating to the App Store Sourced Application or your possession and use of the App Store Sourced Application, including, but not limited to: (i) product liability claims; (ii) any claim that the App Store Sourced Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
You and Artloca acknowledge that, in the event of any third party claim that the App Store Sourced Application or your possession and use of that App Store Sourced Application infringes that third party’s intellectual property rights, as between Artloca and Apple, Artloca, not Apple, will be solely responsible for the investigation, defence, settlement and discharge of any such intellectual property infringement claim to the extent required by these Terms.
You and Artloca acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of these Terms as related to your license of the App Store Sourced Application, and that, upon your acceptance of these Terms and the conditions of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms as related to your license of the App Store Sourced Application against you as a third party beneficiary thereof.
Without limiting any other terms of these Terms, you must comply with all applicable third party terms of agreement when using the App Store Sourced Application.

Fees

Artloca reserves the right at any time to charge fees for access to the Services, or any portion thereof. However, in no event will you be charged for access to the Services unless we obtain your prior agreement to pay such charges. You may cancel your Account at any time. You agree to pay all charges that may be incurred by you or on your behalf through the Services, at the price(s) in effect when such charges are incurred. In addition, you remain responsible for any and all Taxes including VAT that may be applicable to your purchase(s), and you agree that such Taxes including VAT, if any, are not our responsibility.

Payments

If you wish to purchase an Original Work of Art or Printed Work, or any other product or service via the Services, you may be asked by us or our designee to supply certain information relevant to your purchase, including, without limitation, credit card number, expiration date, billing address, VAT ID, and shipping information. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY CREDIT CARD(S) OR OTHER PAYMENT MEANS USED BY YOU OR THROUGH YOUR ACCOUNT FOR ANY SUCH PURCHASE. You acknowledge that any such information will be treated by us in accordance with our Privacy Policy. You grant us the right to provide such information to third parties in order to facilitate the completion of transactions initiated by you or on your behalf through the Services. Verification of information may be required prior to acceptance of any order through the Services.

Changes

We reserve the right, with or without prior notice, to: change descriptions or references to artworks, products, subscriptions, software or services; limit the available quantity of any artworks, products, subscriptions, software, or services; honour, or refuse to honour, any coupon, coupon code, promotional code or other similar promotions; and/or refuse to provide any user of the Services with any products, subscriptions, software or services. We may modify any points, rewards, or the terms that govern their usage, at our sole discretion, and such modifications may make the points or rewards more or less common, valuable, effective, or functional.

Disclaimers

THE SERVICES, ARTLOCA CONTENT AND MEMBER CONTENT ARE PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, ARTLOCA EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. ARTLOCA MAKES NO WARRANTY THAT THE SITE, SERVICES, ARTLOCA CONTENT OR MEMBER CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. ARTLOCA MAKES NO WARRANTY REGARDING THE QUALITY OF ANY WORKS, SERVICES, CONTENT OR PRODUCTS PURCHASED OR OBTAINED THROUGH THE SERVICES OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE SITE OR SERVICES.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM ARTLOCA OR THROUGH THE SITE OR SERVICES, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. NO ACTION SHOULD BE TAKEN OR PURCHASE MADE BASED UPON ANY OF THE INFORMATION CONTAINED IN THE SERVICES. YOU SHOULD SEEK INDEPENDENT ADVICE FROM A PROFESSIONAL AND/OR A PERSON WHO IS KNOWLEDGEABLE IN THE APPLICABLE AREA BEFORE ACTING UPON ANY OPINION, ADVICE, OR INFORMATION CONTAINED IN THE SERVICES.

YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER MEMBERS OR USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES. YOU UNDERSTAND THAT, EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS, ARTLOCA DOES NOT SCREEN OR INQUIRE INTO THE BACKGROUND OF MEMBERS OR OTHER USERS OF THE SERVICES, NOR DOES ARTLOCA MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF ANY MEMBERS OR USERS OF THE SERVICES. ARTLOCA MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER MEMBERS OR USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON.

We do not endorse or warrant the existence, conduct, performance, safety, quality, legality or suitability of any Product, Seller, Buyer, Service or third party and we do not warrant that verification, identity or background checks conducted on Members (if any) will identify past misconduct or prevent future misconduct. Any references to a Member being “verified” (or similar language) indicate only that the Member or Artloca has completed a relevant verification or identification process and nothing else. We are not responsible for outages or disruptions of the Internet and telecommunications infrastructure which are beyond our control and can lead to interruptions in the availability of the Artloca Platform. Artloca may, temporarily and under consideration of the Members’ legitimate interests (e.g. by providing prior notice), restrict the availability of the Artloca Platform or certain features thereof, if this is necessary in view of capacity limits, the security or integrity of our servers, or to carry out maintenance measures that ensure the proper or improved functioning of the Artloca Platform.

Indemnity

If Artloca gets sued because of something that you did. You agree to defend, indemnify, and hold Artloca, its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Services, Artloca Content or Member Content, or your violation of these Terms and hold us harmless from any legal claim or demand (including reasonable lawyer’s fees) that arises from your actions, your use (or misuse) of our Services, your breach of the Terms, or you or your account’s infringement of someone else’s rights.

We reserve the right to handle our legal defence however we see fit, even if you are indemnifying us, in which case you agree to cooperate with us so we can execute our strategy.

Limitation of Liability

Artloca is liable under statutory provisions for intent and gross negligence by us, our legal representatives, directors, or other vicarious agents. The same applies to the assumption of guarantees or any other strict liability, or in case of a culpable injury to life, limb, or health. For any negligent breaches of essential contractual obligations by us, our legal representatives, directors, or other vicarious agents Artloca’s liability is limited to the typically occurring foreseeable damages. Essential contractual obligations are such duties of Artloca in whose proper fulfilment you regularly trust and must trust for the proper execution of the contract. Any additional liability of Artloca is excluded.

You acknowledge and agree that, to the maximum extent permitted by law, the entire risk arising out of your access to and use of the Services, Artloca Content and Member Content remains with you. Neither Artloca nor any other party involved in creating, producing, or delivering the Services, Artloca Content or Member Content will be liable for any incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with these Terms or from the use of or inability to use the Services, Artloca Content or Member Content, or from any communications, interactions or meetings with other Members or users of the Services or other persons with whom you communicate or interact as a result of your use of the Services, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not Artloca has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose.

In no event will Artloca’s aggregate liability arising out of or in connection with these Terms or from the use of or inability to use the Services, Artloca Content or Member Content exceed: (i) if you are a Member who has sold Original Works of Art or has licensed Digital Works and has received any Artist Revenue Share from Artloca from the sale of Printed Works, the total payments made or credited to you by Artloca for the sale of your Original Works of Art and/or from the sale of Printed Works based on your licensed Digital Works during the three (3) month period preceding the date a claim for liability arises under these Terms; and (ii) if you are a Member who has purchased Original Works of Art or Printed Works, the total payments that you made to Artloca for the Original Works of Art and/or Printed Works that are the subject of a claim. The limitations of damages set forth above are fundamental elements of the basis of the bargain between Artloca and you. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you.

You understand that Artloca does not manufacture, store, or inspect any of the items sold through our Services. We provide the venue; the items in our marketplaces are produced, listed, and sold directly by independent sellers, so Artloca can’t and does not make any warranties about their quality, safety, or even their legality. Any legal claim related to an item you purchase must be brought directly against the seller of the item. You release Artloca from any claims related to items sold through our Services, including for defective items, misrepresentations by sellers, or items that caused physical injury (like product liability claims).

Content You Access. You may come across materials that you find offensive or inappropriate while using our Services. We make no representations concerning any content posted by users through the Services. Artloca is not responsible for the accuracy, copyright compliance, legality, or decency of content posted by users that you accessed through the Services. You release us from all liability relating to that content.

People You Interact With. You can use the Services to interact with other individuals, either online or in person. However, you understand that we do not screen all users of our Services, and you release us from all liability relating to your interactions with other users. Please be careful and exercise caution and good judgment in all interactions with others, especially if you are meeting someone in person.

Third-Party Services. Our Services may contain links to third-party websites or services that we don’t own or control (for example, links to Facebook, Twitter and Pinterest). You may also need to use a third party’s product or service in order to use some of our Services (like a compatible mobile device to use our mobile apps). When you access these third-party services, you do so at your own risk. The third parties may require you to accept their own terms of use. Artloca is not a party to those agreements; they are solely between you and the third party.

Gift Cards and Promotions. You acknowledge that Artloca does not make any warranties with respect to your Gift Card balance and is not responsible for any unauthorised access to, or alteration, theft, or destruction of a Gift Card or Gift Card code that results from any action by you or a third party. You also acknowledge that we may suspend or prohibit use of your Gift Card if your Gift Card or Gift Card code has been reported lost or stolen, or if we believe your Gift Card balance is being used suspiciously, fraudulently, or in an otherwise unauthorised manner. If your Gift Card code stops working, your only remedy is for us to issue you a replacement Gift Card code. By participating in a special offer or promotion, you agree that you may not later claim that the rules of that special offer or promotion were ambiguous.

WARRANTIES. ARTLOCA IS DEDICATED TO MAKING OUR SERVICES THE BEST THEY CAN BE, BUT WE’RE NOT PERFECT AND SOMETIMES THINGS CAN GO WRONG. YOU UNDERSTAND THAT OUR SERVICES ARE PROVIDED “AS IS” AND WITHOUT ANY KIND OF WARRANTY (EXPRESS OR IMPLIED). WE ARE EXPRESSLY DISCLAIMING ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE, AS WELL AS ANY WARRANTIES IMPLIED BY A COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE.

WE DO NOT GUARANTEE THAT: (I) THE SERVICES WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (II) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (III) THE SERVICES WILL BE FREE OF VIRUSES OR OTHER HARMFUL MATERIALS; OR (IV) THE RESULTS OF USING THE SERVICES WILL MEET YOUR EXPECTATIONS. YOU USE THE SERVICES SOLELY AT YOUR OWN RISK. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

LIABILITY LIMITS. TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER ARTLOCA, NOR OUR EMPLOYEES OR DIRECTORS SHALL BE LIABLE TO YOU FOR ANY LOST PROFITS OR REVENUES, OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SERVICES OR THESE TERMS. IN NO EVENT SHALL ARTLOCA’S AGGREGATE LIABILITY FOR ANY DAMAGES EXCEED THE GREATER OF ONE HUNDRED (£100) BRITISH POUNDS (GBP) OR THE AMOUNT YOU PAID ARTLOCA IN THE PAST TWELVE MONTHS. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Proprietary Rights Notices

All trademarks, service marks, logos, trade names and any other proprietary designations of Artloca used herein are trademarks or registered trademarks of Artloca or its licensors. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.

RESOLUTION OF DISPUTES

Governing Law and Jurisdiction

These Terms will be governed by the laws of the United Kingdom, without regard to conflict of law provisions. You and we expressly agree that any claim or dispute must be resolved exclusively by a court or arbitration located in London, England, except as described in the Agreement to Arbitrate below or as otherwise mutually agreed by the parties.

If you are acting as a consumer and if mandatory statutory consumer protection regulations in your country of residence contain provisions that are more beneficial for you, such provisions shall apply irrespective of the choice of UK law. As a consumer, you may bring any judicial proceedings relating to these Terms before the competent court of your place of residence or the competent court of Artloca’s place of business in England. If Artloca wishes to enforce any of its rights against you as a consumer, we may do so only in the courts of the jurisdiction in which you are a resident. If you are acting as a business, you agree to submit to the exclusive jurisdiction of the British courts.

Informal Resolution

It is our goal that the Services meet your expectations and provide excellent service. However, there may be instances when you feel that we have made a mistake or left you disappointed in some way. In those instances, we are committed to working with you to reach a reasonable resolution that satisfies you; however, we can only do this if we know about and understand your concern. Therefore, for any problem or dispute that you may have with us, you acknowledge and agree that you will, as an initial matter, email us at [email protected] to describe to us the nature of your complaint or dissatisfaction. This should lead to resolution, but if for some reason your problem or dispute is not resolved satisfactorily within thirty (30) days after our receipt of your written description of it, you agree to the further dispute resolution provisions below. To the extent permitted by applicable law, the informal resolution process described in this paragraph is a precondition to pursuing any other process, so please do not forget to contact us first.

Mutual Agreement to Arbitrate

PLEASE READ THIS AGREEMENT TO ARBITRATE CAREFULLY TO UNDERSTAND YOUR RIGHTS. BY ELECTING ARBITRATION, YOU AND WE AGREE TO ARBITRATE ANY CLAIMS, TO THE FULLEST EXTENT PERMITTED BY LAW, UNLESS YOU OPT-OUT. YOU AND WE AGREE THAT ALL SUCH CLAIMS WILL BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT AS A PROPOSED CLASS ACTION. WHETHER OR NOT YOU OPT-OUT, HOWEVER, YOU ARE GIVING UP A RIGHT TO A TRIAL BY JURY. YOU AND WE UNDERSTAND THAT DISCOVERY AND APPEAL RIGHTS ARE MORE LIMITED IN ARBITRATION.

The arbitrator, and not any federal, state, local, or other court or agency, WILL have the exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of THESE TERMS AND this Agreement to arbitrate, including but not limited to, any claim that all or any part of THESE TERMS OR this Agreement to Arbitrate is void or voidable.

You and we agree that, except as expressly set forth below, the sole and exclusive forum and remedy for any and all disputes and claims that cannot be resolved informally and that relate in any way to or arise out of your use of the Services and these Terms or to any products or services sold or distributed through the Services, will be final and binding arbitration, except to the extent that either party has, in any manner, infringed upon or violated, or threatened to infringe upon or violate, the rights of either party or any third party’s patent, copyright, trademark, trade secret, privacy or publicity rights or is seeking to vindicate public rights, in which case both sides acknowledge that arbitration is not an adequate remedy and that injunctive or other appropriate relief may be sought by either party and/or the applicable third party(ies) on an individual basis in a court located in London, England. As a limited exception to this mutual Agreement to Arbitrate, you and we agree that either party may take claims to small claims court, if the claims qualify for hearing by such court.

To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to our registered agent.

Claims

For all users, any controversy or claim arising out of or relating to these Terms, or the breach thereof, will be determined by arbitration administered by the International Centre for Dispute Resolution in accordance with its International Expedited Procedures (“ICDR Expedited Procedures”). The arbitration will be decided by a sole arbitrator appointed in accordance with the ICDR Expedited Procedures.

Means and Fees

In the interest of efficiency and fairness, you and we agree that the arbitration proceeding will be based solely on written submissions, unless the arbitrator deems an oral hearing strictly necessary. Should the arbitrator deem an oral hearing to be necessary, such hearing will be conducted via telephone or other electronic or technical means, or if that’s not possible, in person in the jurisdiction where you reside or at another mutually agreed upon location. The language of the arbitration will be English or, for users who reside outside of the United Kingdom., the official language of your jurisdiction. The arbitrator’s award will be final and binding, and judgment may be entered upon it by any court having jurisdiction thereof. Each party will have the right to use legal counsel in connection with arbitration at its own expense. If you initiate arbitration, we will reimburse you for filing, administration and arbitrator fees for claims totalling less than USD $10,000, unless the arbitrator determines the claims are frivolous. We are not responsible for reimbursing you for costs incurred by you for legal counsel, travel or other out-of-pocket costs or expenses. We will not seek legal fees and costs in arbitration unless the arbitrator determines the claims are frivolous.

Right to Opt-Out

YOU HAVE A RIGHT TO OPT-OUT OF THIS AGREEMENT TO ARBITRATE by sending an email to [email protected] or by mailing us, postage prepaid, to Artloca Limited, 11 Maddox Street, 4th Floor, London, W1S 2QF, England, Attention: Legal Department. Such opt-out must be given within the earlier of thirty (30) days of approving your first purchase of products on the Services or your first upload of artwork to the Services or if we make any changes to this Agreement to Arbitrate which alter your rights, within thirty (30) days after the effective date of such revision to this Agreement to Arbitrate. Any opt-out received after such deadline will be ineffective and this Agreement to Arbitrate will remain in full force and effect, except as expressly provided above. If you opt-out of this Agreement to Arbitrate, we also will not be bound by the terms of this Agreement to Arbitrate.

Class Action Waiver

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NO ARBITRATION OR OTHER CLAIM UNDER THESE TERMS WILL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, INCLUDING ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER OF THE SERVICES, AND NO CLASS, COLLECTIVE, AND/OR REPRESENTATIVE ARBITRATION PROCEEDINGS WILL BE PERMITTED. In the event that this CLASS ACTION WAIVER is deemed unenforceable with respect to any particular claim otherwise subject to arbitration, then that claim will not proceed in arbitration but rather will be resolved in a court of competent jurisdiction. If that occurs, however, this Agreement to Arbitrate and this Class Action Waiver still will be fully enforceable as to all other claims, which must be resolved in arbitration on an individual basis.

Waiver of Trial by Judge or Jury

YOU AND WE AGREE AND UNDERSTAND THAT BY USING ARBITRATION TO RESOLVE DISPUTES YOU AND WE ARE GIVING UP ANY RIGHT THAT YOU OR WE MAY HAVE TO A JUDGE OR JURY TRIAL WITH REGARD TO ALL CLAIMS SUBJECT TO THIS AGREEMENT TO ARBITRATE. YOU AND WE FURTHER AGREE THAT ANY CLAIM HEARD IN A COURT OF COMPETENT JURISDICTION WILL BE HEARD BY A JUDGE INSTEAD OF A JURY, EXCEPT WHERE A JURY TRIAL WAIVER IS NOT PERMISSIBLE UNDER APPLICABLE LAW.

>Limitation of Actions

You and we agree that regardless of any statute or law to the contrary, any claim of cause of action arising from or relating to use of the Services, or these Terms must be filed within one (1) year after such claim or cause of action arose, or will be forever barred.

Users from all Jurisdictions

The Services are controlled and operated by Artloca from the United Kingdom. We do not represent or warrant that the Services, or any part thereof, are appropriate or available for use in any particular jurisdiction. Those who choose to access the Services, do so on their own initiative and at their own risk, and are responsible for complying with all local laws, rules and regulations. You also are subject to United Kingdom export controls in connection with your use of the Services and are responsible for any violations of such controls, including, without limitation, any UK rules and regulations restricting exports. We may limit the availability of the Services, in whole or in part, to any person, geographic area or jurisdiction that we choose, at any time and in our sole discretion.

Miscellaneous.

Interpreting these Terms. Except as they may be supplemented by additional terms, conditions, policies, guidelines, standards, and in-product disclosures, these Terms constitute the entire agreement between Artloca and you pertaining to your access to or use of the Artloca Platform and supersede any and all prior oral or written understandings or agreements between Artloca and you. These Terms do not and are not intended to confer any rights or remedies upon anyone other than you and Artloca. If any provision of these Terms is held to be invalid or unenforceable, except as otherwise indicated in Section 24.11 below, such provision will be struck and will not affect the validity and enforceability of the remaining provisions.

No Waiver. Artloca’s failure to enforce any right or provision in these Terms will not constitute a waiver of such right or provision unless acknowledged and agreed by us in writing. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise permitted under law.

Assignment. You may not assign, transfer or delegate this agreement or your rights and obligations hereunder without Artloca’s prior written consent. Artloca may without restriction assign, transfer or delegate this agreement and any rights and obligations hereunder, at its sole discretion, with 30 days’ prior notice.

Notice. Unless otherwise specified, any notices or other communications to Members permitted or required under this agreement, will be provided electronically and given by Artloca via email, Artloca Platform notification, messaging service (including SMS and WeChat), or any other contact method we enable you to provide.

Third-Party Services. The Artloca Platform may contain links to third-party websites, applications, services or resources (“Third-Party Services”) that are subject to different terms and privacy practices. Artloca is not responsible or liable for any aspect of such Third-Party Services and links to such Third-Party Services are not an endorsement.

Google Terms. Some translations on the Artloca Platform are powered by Third parties. These third party disclaimers and warranties related to the translations, express or implied, including any warranties of accuracy, reliability, and any implied warranties for merchantability, fitness for a particular purpose and non-infringement. Some areas of the Artloca Platform implement third party mapping services and API(s). Your use of these third party services is subject to their terms and conditions.

Apple Terms. If you access or download our application from the Apple App Store, you agree to Apple’s Licensed Application End User License Agreement.

Artloca Platform Content. Content made available through the Artloca Platform may be protected by copyright, trademark, and/or other laws of the United Kingdom and other countries. You acknowledge that all intellectual property rights for that Content are the exclusive property of Artloca and/or its licensors and agree that you will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices. You may not use, copy, adapt, modify, prepare derivative works of, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit any Content accessed through the Artloca Platform except to the extent you are the legal owner of that Content or as expressly permitted in these Terms. Subject to your compliance with these Terms, Artloca grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to (i) download and use the Application on your personal device(s); and (ii) access and view the Content made available on or through the Artloca Platform and accessible to you, solely for your personal and non-commercial use.

Force Majeure. Artloca shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, epidemics or disease, strikes or shortages of transportation facilities, fuel, energy, labor or materials.

Emails and SMS. You will receive administrative communications from us using the email address or other contact information you provide for your Artloca account. Enrolment in additional email subscription programs will not affect the frequency of these administrative emails, though you should expect to receive additional emails specific to the program(s) to which you have subscribed. You may also receive promotional emails from us. No fee is charged for these promotional emails, but third-party data rates could apply. You can control whether you receive promotional emails using the notification preferences in your account settings. Please note that you will not be able to take advantage of certain promotions if you disable certain communication settings or do not have an Artloca Account. In the U.S. if you consent to receive SMS (text messages) from us, you will be subject to our SMS Terms.

Additional Distribution Channels.

Artloca operates an affiliate program through which Listings may be featured on third party websites, such as those for online travel sites, media outlets, loyalty programs, and search aggregators. Listings may also appear in advertisements for Artloca published on third party websites from time to time.

Entire Agreement

These Terms constitute the entire and exclusive understanding and agreement between Artloca and you regarding the Services and these Terms supersede and replace any and all prior oral or written understandings or agreements between Artloca and you regarding the Services.

Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without Artloca’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. Artloca may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

Notices

Any notices or other communications permitted to be required hereunder, including those regarding modifications to these Terms, will be in writing and given: (i) by Artloca via email (in each case to the address that you provide) or (ii) by posting to the Services. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.

General

The failure of Artloca to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorised representative of Artloca. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

Contacting Artloca

If you have any questions about these Terms, please contact Artloca at [email protected]

If you have a complaint, you may contact us at Artloca’s legal department:

Artloca Limited.

Attn: Legal Department

11 Maddox Street

4th Floor

London, W1S 2QF

England

Or email [email protected]