Artwerks Terms of Use

Thank you for using Artwerks!

These Terms of Service ("Terms") govern your access to and use of the Artwerks website, apps, APIs, and widgets (“Artwerks” or the “Service”). Please read these Terms carefully, and contact us if you have any questions. By accessing or using Artwerks, you agree to be bound by these Terms and our Privacy Policy.


1. Our service

Artwerks helps connect artists and art collectors so that artists are better able to sell their artwork and art collectors are more easily able to find art to buy and artists to follow or support.


2. Using Artwerks

a. Who can use Artwerks


You may use Artwerks only if you can legally form a binding contract with Artwerks, and only in compliance with these Terms and all applicable laws. When you create your Artwerks account, you must provide us with accurate and complete information. You can’t use Artwerks if it would be prohibited by U.S. sanctions. Any use or access by anyone under the age of 13 is not allowed. If you’re based outside the U.S., you may only use Artwerks if you are over the age at which you can provide consent to data processing under the laws of your country. Using Artwerks may include downloading software to your computer, phone, tablet, or other device. You agree that we may automatically update that software, and these Terms will apply to any updates.



b. Our license to you


Subject to these Terms and our policies (including our Community Guidelines), we grant you a limited, non-exclusive, non-transferable, and revocable license to use our Service.



c. Commercial use of Artwerks


If you want to use Artwerks for commercial purposes you must create the appropriate type of account based on account creation options at the time you create the account. Should a new account type be made available in the future, once you receive notification of the new, appropriate account type you will be expected to transition your account to the appropriate user type. For example, if you are an art gallery but opened an account account as an artist during the beta testing period you will be expected to move your account to a commercial account specifically for art galleries once such an option is available. You will then be subject to any additional Terms that the new account type is subject to.




3. Your content

a. Posting content


Artwerks allows you to post artwork. Anything that you post or otherwise make available on Artwerks is referred to as "User Content." You retain all rights in, and are solely responsible for, the User Content you post to Artwerks.



b. How Artwerks can use your content


You grant Artwerks a non-exclusive, royalty-free, transferable, sublicensable, worldwide license to use, store, display, reproduce, save, modify, create derivative works, perform, and distribute your User Content on Artwerks solely for the purposes of operating, developing, providing, and using Artwerks. Nothing in these Terms restricts other legal rights Artwerks may have to User Content, for example under other licenses. We reserve the right to remove or modify User Content, or change the way it’s used in Artwerks, for any reason. This includes User Content that we believe violates these Terms or any other policies.



c. How long we keep your content


Following termination or deactivation of your account, or if you remove any User Content from Artwerks, we may keep your User Content for a reasonable period of time for backup, archival, or audit purposes. Artwerks will continue to use information about what artwork you may have liked to help find artwork for other users to see, but we will anonymize the data so it will no longer be associated with your removed profile.



d. Feedback you provide


We value hearing from our users, and are always interested in learning about ways we can make Artwerks more awesome. If you choose to submit comments, ideas or feedback, you agree that we are free to use them without any restriction or compensation to you. By accepting your submission, Artwerks doesn’t waive any rights to use similar or related feedback previously known to Artwerks, or developed by its employees, or obtained from sources other than you.


4. Copyright policy

Artwerks respects copyrights. Should you feel that a user is violating a copyright that you hold please contact us so that the issue can be addressed and the artwork removed, if applicable. If you violate a copyright then you will have your account terminated.


5. Security

We care about the security of our users. While we work to protect the security of your content and account, Artwerks can’t guarantee that unauthorized third parties won’t be able to defeat our security measures. We ask that you keep your password secure. Please notify us immediately of any compromise or unauthorized use of your account.


6. Third party links, sites, and services

Artwerks may contain links to third party websites, services, special offers, or other events or activities that are not owned or controlled by Artwerks. We don’t endorse or assume any responsibility for any such third party sites, information, materials, products, or services. If you access any third party website, service, or content from Artwerks, you do so at your own risk and you agree that Artwerks has no liability arising from your use of or access to any third party website, service, or content.



7. Termination

Artwerks may terminate or suspend your right to access or use Artwerks for any reason on appropriate notice. We may terminate or suspend your access immediately and without notice if we have a good reason. We reserve the right to not refund the remaining portion of a paid membership if terminated for violation of these or other Terms, such as but not limited to violation of copyright laws. Upon termination, you continue to be bound by Sections 3 and 8 of these Terms.


8. Indemnity

If you use Artwerks for commercial purposes, you agree to indemnify and hold harmless Artwerks, affiliates and their respective officers, directors, employees and agents, from and against any claims, suits, proceedings, disputes, demands, liabilities, damages, losses, costs and expenses, including, without limitation, reasonable legal and accounting fees (including costs of defense of claims, suits or proceedings brought by third parties), in any way related to your access to or use of our Service, your User Content, or your breach of any of these Terms.


9. Disclaimers

Our Service and all content on Artwerks is provided on an "as is" basis without warranty of any kind, whether express or implied.
Artwerks specifically disclaims any and all warranties and conditions of merchantability, fitness for a particular purpose, and non-infringement, and any warranties arising out of course of dealing or usage of trade.
Artwerks takes no responsibility and assumes no liability for any User Content that you or any other person or third party posts using our Service. You understand and agree that you may be exposed to User Content that’s inaccurate, objectionable, inappropriate for children, or otherwise unsuited to your purpose.



10. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ARTWERKS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICE; (B) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICE, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES; OR (C) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT. IN NO EVENT SHALL Artwerks'S AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICE EXCEED ONE HUNDRED U.S. DOLLARS (U.S. $100.00).



11. Arbitration

For any dispute you have with Artwerks, you agree to first contact us and try to resolve the dispute with us informally. If we need to contact you, we will do so at the email address on your Artwerks account. If Artwerks hasn’t been able to resolve the dispute with you informally, we each agree to resolve any claim, dispute, or controversy (excluding claims for injunctive or other equitable relief) arising out of or in connection with or relating to these Terms through binding arbitration or (for qualifying claims) in small claims court.
Arbitration is a more informal way to resolve our disagreements than a lawsuit in court. For instance, arbitration uses a neutral arbitrator instead of a judge or jury, involves more limited discovery, and is subject to very limited review by courts. Although the process is more informal, arbitrators can award the same damages and relief that a court can award. You agree that, by agreeing to these Terms of Service, the U.S. Federal Arbitration Act governs the interpretation and enforcement of this provision, and that you and Artwerks are each waiving the right to a trial by jury or to participate in a class action. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement. This arbitration provision shall survive termination of this Agreement and the termination of your Artwerks account.
Any arbitration will be administered by the American Arbitration Association ("AAA") under the Consumer Arbitration Rules then in effect for the AAA, except as provided herein. You can find their forms at www.adr.org. Unless you and Artwerks agree otherwise, the arbitration will be conducted in the county (or parish) where you reside. Each party will be responsible for paying any AAA filing, administrative and arbitrator fees in accordance with AAA Rules, except that Artwerks will pay for your reasonable filing, administrative, and arbitrator fees if your claim for damages does not exceed $75,000 and is non-frivolous (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). If your claim is for $10,000 or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision explaining the essential findings and conclusions on which the award is based, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall prevent either party from seeking injunctive or other equitable relief from the courts, including for matters related to data security, intellectual property or unauthorized access to the Service. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND Artwerks ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION. NOTHING IN THESE TERMS OF SERVICE SHALL AFFECT ANY NON-WAIVABLE STATUTORY RIGHTS THAT APPLY TO YOU. To the extent any claim, dispute or controversy regarding Artwerks or our Service isn’t arbitrable under applicable laws or otherwise: you and Artwerks both agree that any claim or dispute regarding Artwerks will be resolved exclusively in accordance with Section 12 of these Terms. The maximum financial award via arbitration will not exceed USD $100.
 




12. Governing law and jurisdiction

These Terms shall be governed by the laws of the State of Virginia, without respect to its conflict of laws principles.

13. General Terms


We reserve the right to determine the form and means of providing notifications to you, and you agree to receive legal notices electronically if that’s what we decide. We may revise these Terms from time to time and the most current version will always be posted on our website. If a revision, in our discretion, is material, we’ll notify you. By continuing to access or use Artwerks after revisions become effective, you agree to be bound by the new Terms. If you don’t agree to the new terms, please stop using Artwerks.

14. Assignment


These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Artwerks without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.



15. Entire agreement/severability


These Terms, together with the Privacy Policy and any amendments and any additional agreements you may enter into with Artwerks shall constitute the entire agreement between you and Artwerks concerning the Service. If any provision of these Terms is deemed invalid, then that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions of these Terms will remain in full force and effect.

16.

No waiver


No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and Artwerks's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.



17. Parties


If you live in the United States, these Terms are a contract between you and One Three, LLC a Virginia LLC.





Effective 25 October 2020