Please read these Terms of Service ("Terms") carefully. They contain the legal terms and conditions that govern your use of services provided to you by Arthola, including information, text, images, graphics, data or other materials ("Content") and products and services provided through www.arthola.com, and arthola apps, incuding mobile apps and smart TV apps as well as all elements, software, programs and code forming or incorporated in to www.Arthola.com (the "Service"). This Service is operated by Arthola and all its legal entities ("Arthola"). Arthola is also referred to in these Terms as "we", "our", and "us".
By using our Service, you agree to be bound by Section I of these Terms ("General Terms"), which contains provisions applicable to all users of our Service, including visitors to the Arthola website (the "Site"). If you choose to register as a member with us via the web site and/or via our apps, you will be asked to check a box indicating that you have read, and agree to be bound by, the additional terms set forth in Section II of these Terms ("Additional Terms").
Section I: General Terms
- Reporting Copyright Violations
- External Links
- Third Party Software
- Disclaimer of Warranty and Limitation of Liability
- Amendment of the Terms
- Submitting Content
- Copyright in Your Content
- Monitoring Content
- Storage Policy
- Suspension and Termination of Access and Membership
- Payment Policy
This Service is provided by Arthola on an "AS IS" and "AS AVAILABLE" basis and Arthola reserves the right to modify, suspend or discontinue the Service, in its sole discretion, at any time and without notice. You agree that Arthola is and will not be liable to you for any modification, suspension or discontinuance of the Service.
All brand, product and service names used in this Service which identify Arthola or third parties and their products and services are proprietary marks of Arthola and/or the relevant third par0ties. Nothing in this Service shall be deemed to confer on any person any license or right on the part of Arthola or any third party with respect to any such image, logo or name.
Arthola is, unless otherwise stated, the owner of all copyright and data rights in the Service and its contents. Individuals who have posted works to Arthola are either the copyright owners of the component parts of that work or are posting the work under license from a copyright owner or his/her agent or otherwise as permitted by law. You may not reproduce, distribute, publicly display or perform, or prepare derivative works based on any of the Content including any such works without the express, written consent of Arthola or the owner of copyright in such works. Arthola does not claim ownership rights in your works or other materials posted by you to Arthola (your content). You agree not to distribute any part of the Service other than your content in any medium other than as permitted in these Terms of Service or by use of functions on the Service provided by us. You agree not to alter or modify any part of the Service unless expressly permitted to do so by us or by use of functions on the Service provided by us.
Arthola respects the intellectual property rights of others and expects users of the Service to do the same. At Arthola's discretion and in appropriate circumstances, Arthola may remove your content submitted to the Site, terminate the accounts of users or prevent access to the Site by users who infringe the intellectual property rights of others. If you believe the copyright in your work or in the work for which you act as an agent has been infringed through this Service, please contact us immediately.
Arthola may provide links to third-party websites or resources. You acknowledge and agree that Arthola is not responsible or liable for: the availability or accuracy of such websites or resources; or 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 Arthola 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.
As a convenience, we may make third-party software available through the Service. To use the third-party software, you must agree to the terms and conditions imposed by the third party provider and the agreement to use such software will be solely between you and the third party provider. By downloading third party software, you acknowledge and agree that the software is provided on an "AS IS" basis without warranty of any kind. In no event shall Arthola be liable for claims or damages of any nature, whether direct or indirect, arising from or related to any third-party software downloaded through the Service.
You agree that you shall not interfere with or disrupt (or attempt to interfere with or disrupt) this Service or servers or networks connected to this Service, or to disobey any requirements, procedures, policies or regulations of networks connected to this Service; or provide any information to Arthola that is false or misleading, that attempts to hide your identity or that you do not have the right to disclose. Arthola does not endorse any content placed on the Service by third parties or any opinions or advice contained in such content. You agree to defend, indemnify, and hold harmless Arthola, its officers, directors, employees and agents, from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and expert fees, arising out of or in any way connected with your access to or use of the Services, or your violation of these Terms.
ARTHOLA MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED AS TO THE OPERATION OF THE SERVICE, OR THE CONTENT OR PRODUCTS, PROVIDED THROUGH THE SERVICE. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. ARTHOLA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, TO THE FULLEST EXTENT PERMITTED BY LAW. ARTHOLA MAKES NO WARRANTY AS TO THE SECURITY, RELIABILITY, TIMELINESS, AND PERFORMANCE OF THIS SERVICE. YOU SPECIFICALLY ACKNOWLEDGE THAT ARTHOLA IS NOT LIABLE FOR YOUR DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT, OR SUCH CONDUCT BY THIRD PARTIES, AND YOU EXPRESSLY ASSUME ALL RISKS AND RESPONSIBILITY FOR DAMAGES AND LOSSES ARISING FROM SUCH CONDUCT. EXCEPT FOR THE EXPRESS, LIMITED REMEDIES PROVIDED HEREIN, AND TO THE FULLEST EXTENT ALLOWED BY LAW, ARTHOLA SHALL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM USE OF THE SERVICE, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, EVEN IF ARTHOLA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING DISCLAIMERS, WAIVERS AND LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON CERTAIN WARRANTIES OR DAMAGES. THEREFORE, SOME OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU. IN NO EVENT SHALL ARTHOLA'S AGGREGATE LIABILITY TO YOU EXCEED THE AMOUNTS PAID BY YOU TO ARTHOLA PURSUANT TO THIS AGREEMENT.
We reserve the right to amend these Terms from time to time in our sole discretion. If you have registered as a member, we shall notify you of any material changes to these Terms (and the effective date of such changes) by sending an email to the address you have provided to Arthola for your account, and/or at a time when you log in to the Site and/or our apps. For all other users, we will post the revised terms on the Site. If you continue to use the Service after the effective date of the revised Terms, you will be deemed to have accepted those changes. If you do not agree to the revised Terms, your sole remedy shall be to discontinue using the Service.
If you have any comments or questions about the Service please contact us by email.
If you have any comments or questions about the Service please contact us by email.
Section II: Additional Terms
To register as a member of the Service or purchase products, you must be 13 years or lawfully permitted to enter into and form contracts under applicable law. In no event may minors submit Content to the Service. You agree that the information that you provide to us upon registration, at the time of purchase, and at all other times will be true, accurate, current and complete. You also agree that you will ensure that this information is kept accurate and up to date at all times. This is especially important with respect to your email address, since that is the primary way in which we will communicate with you about your account and your orders.
When you register as a member you will be asked to provide a password. You are responsible for safeguarding the password and you agree not to disclose your password to any third party. You agree that you shall be solely responsible for any activities or actions under your password, whether or not you have authorized such activities or actions. You shall immediately notify Arthola of any unauthorized use of your password.
Artist Materials - As a registered member of the Service, you will also be granted the privilege of submitting certain types of your content, known as "Artist Materials," for display on your user page. Prior to submitting Artist Materials, you must accept the additional terms and conditions of the Submission Policy, which is incorporated into, and forms a part of, the Terms.
Arthola does not claim ownership rights in your Content. For the sole purpose of enabling us to make your Content available through the Service, you grant to Arthola a non-exclusive, royalty-free license to reproduce, distribute, re-format, store, prepare derivative works based on, and publicly display and perform your Content. Please note that when you upload Content, third parties will be able to copy, distribute and display your Content using readily available tools on their computers for this purpose although other than by linking to your Content on Arthola any use by a third party of your Content could violate paragraph 4 of these Terms and Conditions unless the third party receives permission from you by license.
Arthola has no ability to control the Content you may upload, post or otherwise transmit using the Service and does not have any obligation to monitor such Content for any purpose. You acknowledge that you are solely responsible for all Content and material you upload, post or otherwise transmit using the Service.
At this time, Arthola provides free online storage of your Content to registered members of the Service. However, you acknowledge and agree that Arthola may, at its option, establish limits concerning your use of the Service, including without limitation the maximum number of days that your Content will be retained by the Service, the maximum size of any Content files that may be stored on the Service, the maximum disk space that will be allotted to you for the storage of Content on Arthola's servers. Furthermore, you acknowledge that Arthola reserves the right to terminate or suspend accounts that are inactive, in Arthola's sole discretion, for an extended period of time (thus deleting or suspending access to your Content). Without limiting the generality of Section 9, Arthola shall have no responsibility or liability for the deletion or failure to store any Content maintained on the Service and you are solely responsible for creating back-ups of your Content. You further acknowledge that Arthola reserves the right to modify its storage policies from time to time, with or without notice to you.
You are responsible for all of your Content you upload, download, and otherwise copy, distribute and display using the Service. You must have the legal right to copy, distribute and display all parts of any content that you upload, download and otherwise copy, distribute and display. Content provided to you by others, or made available through websites, magazines, books and other sources, are protected by copyright and should not be uploaded, downloaded, or otherwise copied, distributed or displayed without the consent of the copyright owner or as otherwise permitted by law.
You agree not to use the Service:
for any unlawful purposes; to upload, post, or otherwise transmit any material that is obscene, offensive, blasphemous, pornographic, unlawful, threatening, menacing, abusive, harmful, an invasion of privacy or publicity rights, defamatory, libelous, vulgar, illegal or otherwise objectionable; to upload, post, or otherwise transmit any material that infringes any copyright, trade mark, patent or other intellectual property right or any moral right or artist's right of any third party including, but not limited to, Arthola or to facilitate the unlawful distribution of copyrighted content or illegal content;to harm minors in any way, including, but not limited to, uploading, posting, or otherwise transmitting content that violates child pornography laws, child sexual exploitation laws or laws prohibiting the depiction of minors engaged in sexual conduct, or submitting any personally identifiable information about any child under the age of 13; to forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Service; to upload, post, or otherwise transmit any material which is likely to cause harm to Arthola or anyone else's computer systems, including but not limited to that which contains any virus, code, worm, data or other files or programs designed to damage or allow unauthorized access to the Service which may cause any defect, error, malfunction or corruption to the Service;for any commercial purpose, except as expressly permitted under these Terms; to sell access to the Service on any other website or to use the Service on another website for the primary purpose of gaining advertising or subscription revenue other than a personal blog or social network where the primary purpose is to display content from Arthola by hyperlink and not to compete with Arthola.
You agree that Arthola may at any time, and without notice, suspend or terminate any part of the Service, or refuse to fulfill any order, or any part of any order or terminate your membership and delete any Content stored on the Arthola Site, in Arthola's sole discretion, if you fail to comply with the Terms or applicable law.
Arthola MAY provide payments to members based on "like$" your content generates. "Like$" do not have monetary value until actual payment is remitted. Arthola provides payments strictly at its own discretion based on internal criteria that incorporate the like-ability of your content as well as a number of other tools that could be changed at any time. Arthola may refuse to remit payment to you and terminate your account at its own discretion, and especially if suspicion of fraudulent activities have been established, incuding but not limited to multiple account usage, crosslinked "like$", as well as any of our terms of service have been violated. If Arthola selects to remit a payment to you via the financial providers that we work with, upon receipt you are solely responsible to report the payment to your tax authority. Failure to do so will be considered a violation of our terms of service and your account could be terminated.
Members cannot claim monetary compensation from Arthola. Arthola provides payments at its own discretion.
- What we collect and how we use the information we collect?
- How do we collect information?
- We collect information through your use of the Services. In other words, when you are visiting or using our Services, including when you browse the Site or a User Account, edit your Account and upload information and content, and/or download and use any Site feature or services, we are aware of it and will usually gather, collect and record such uses, sessions and related information, either independently or with the help of third-party services as detailed herein, including through the use of “cookies” and other tracking technologies, as further detailed above.
- We collect information which you provide us voluntarily. For example, we collect the PII you provide us when you register to our Services; when you sign-in to our Services via third party services; when you place purchases; when you submit or upload such PII as you use any of our Services (e.g. Artist Materials); and/or when you contact us directly by any communication channel.
- How we share information?
- our use of your PII is necessary to perform a contract or take steps to enter into a contract with you (e.g. to provide you with Services, to provide you with our customer assistance and technical support), or
- our use of your PII is necessary to comply with a relevant legal or regulatory obligation that we have, or
- Where do we store your information?
- Your rights in relation to your Personal Information
- Your Profile Page
- Making changes
- International Transfers
- Children's Information
Our primary goals in collecting information are to provide, operate and improve our Services, to administer your use of the Services (including your Account if you are an Account holder), and to enable you to enjoy and easily navigate our Services. Additionally, we collect your information, among other reasons stated below, to provide you with ongoing customer assistance and technical support, and to enhance our data security and fraud prevention capabilities.
Personally Identifiable Information. If you create a Arthola account via the Arthola Sites (an “Account”), we collect certain information that can be used to identify you or may be of private or sensitive nature, such as your name, age/birthdate, address, telephone number, e-mail address, details regarding connected third-party accounts (such as the e-mail or username for a connected PayPal, WeChat or AliPay account), or other information that can be used to contact you or identify you as an individual, including correspondences (including those made through or uploaded to our Services), and any other personal information provided to us by visitors and/or Users through their access to and/or use of the Services. (collectively, “PII”).
If you create your Account using your login credentials from a third party site or service, we'll be able to access and collect your name and email address and other PII that your privacy settings on that third party site or service permits us to access but we don't receive or store passwords for those third party sites and services. We cannot delete or change any PII that is stored on third party sites and services.
We collect and use your PII when you register for special services (e.g., Make money), sign up for e-mail newsletters and others. We use your PII to help customize advertising and content available on the Arthola Sites, to send you service-related notices and promotional information about products and services that may be of interest to you and/or to conduct research for internal purposes. Some features, services, and promotional opportunities that we offer may also ask you to submit PII to participate.
If you have uploaded Artist Materials, as defined in and pursuant to our Submission Policy, you have also authorized Arthola to use some of your publicly visible PII for distribution, advertising and promotional purposes.
Un-identified and Non-identified Information. Our servers automatically collect and record certain information about how a person uses our Services (we refer to this information as “Log Data”), for both Account holders and non-Account holders (such as Site visitors) (either will be referred to as a “User”).
Log Data may include information such as a User's Internet Protocol (IP) address, mobile device identifier, browser type, operating system, the pages or features of our Services to which a User browsed and the time spent on those pages or features, search terms, the links on our Services on which a User clicked, the friends of Account holders who also use the Services, purchases made by the User, how often Users click on our advertisements, which files are downloaded most frequently, and which areas of our Site are the most popular and other statistics. We also collect certain information that your mobile device sends when you use our Services, including user settings, the operating system, as well as information about your use of our Services. We use this information to administer the Services and we analyze (and may engage third parties to analyze) this information to further develop, improve and enhance the Services by expanding their features and functionality and tailoring them to our Users' needs and preferences, and to make recommendations. We may use a person's IP address to fight spam, malware and identity theft. We also use the IP address to generate aggregate, non-identifying information about how our Services are used. For the avoidance of doubt, any Log Data that is connected or linked to PII (for example, in order to improve the Services we offer) is deemed and treated by us as PII, as long as such connection or linkage exists.
Location Information. We will collect information about your location and/or use various technologies to determine your locations, such as by converting your IP address into a rough geolocation, or sensor data from your mobile device that provides information on nearby Wi-Fi access points and cell towers.
Your Address Book. We may ask our mobile applications users for access to the address books on their mobile devices, so that we may connect Account holders, however we will not access your address book without your permission to do so.
We also collect information from third party sources as described above.
our use of your PII is necessary to support legitimate interests that we have as a business (for example, to maintain and improve our Services by identifying user trends and the effectiveness of our promotional campaigns and identifying technical issues), provided it is conducted at all times in a way that is proportionate, and that respects your privacy rights.
Information Shared with Our Service Providers. We may share PII as well as aggregated information and non-identifying information that we collect with third party service providers whose services and solutions complement, facilitate and enhance our own. These include hosting and server co-location services, communications and content delivery networks (CDNs), data and cyber security services, billing and payment processing services, fraud detection and prevention services, industry analysis, demographic profiling, web analytics, e-mail distribution and monitoring services, session recording and remote access services, performance measurement, data optimisation and marketing services, content providers, and our legal and financial advisors (collectively, “Third Party Services”).
Such Third Party Services may receive or otherwise have access to our visitors’ and Users’ PII, in its entirety or in part – depending on each of their particular roles and purposes in facilitating and enhancing our Services and business, and may only use it for such purposes.
Information Shared with Advertisers. We may share aggregated information and non-identifying information that we collect with third party advertisers including in order to facilitate, sponsor, and offer certain contests, events and promotions, determine participants’ eligibility, monitor performance, contact winners and grant prizes and benefits.
We also may share hashed or otherwise obfuscated identifiers based on your PII with trusted partners who in turn may provide these identifiers to third party advertisers, advertising networks, advertising exchanges and analytics services to help us serve ads that are more targeted to your interests and to help us better understand the interests of users of our Sites.
Information Disclosed for Our Protection and the Protection of Others. Where permitted by local data protection laws, we will disclose PII when required by law or under the good-faith belief that such disclosure is necessary in order to conform to applicable law, comply with subpoenas, court orders or legal process served on Arthola, to establish or exercise our legal rights or defend against legal claims, and to protect the property or interests of Arthola, its agents and employees, personal safety, or the public. Under these circumstances, Arthola may be prohibited by law, court order or other legal process from providing notice of the disclosure, and Arthola reserves the right under those conditions to not provide notice in its sole discretion.
APIs. We offer APIs for use by third parties to access various features of our Services and content on our Sites. Some APIs will be used by third parties to access and use your PII with the third parties' services however, your PII will not be accessed and used by a third party API user without your consent. We also offer APIs to some of our third party service providers to assist with provision of services to us, such as, but not limited to, credit card processing and shipping fulfillment services, and those third party API users will access and use your PII only in order to provide services to us for you, as noted above under “Information Shared with Our Service Providers”.
Information We Disclose with Your Consent or at Your Request. We will share your PII with third-party websites or platforms, such as social networking sites, if you have expressly requested that we do so.
Social Media Features and Framed Pages: Our Services include certain Social Media features and widgets, such as “Share this” button or other interactive mini-programs (“Social Media Features”). These Social Media Features may collect information such as your IP address or which page you are visiting on our Sites, and may set a cookie to enable them to function properly. Social Media Features are either hosted by a third party or hosted directly on our Services. Your interactions with these third parties’ Social Media Features are governed by their policies and not ours.
For the avoidance of doubt, we may share your PII in manners other than as described above, pursuant to your explicit approval, or if we are legally obligated to do so. Moreover, we may transfer, share, disclose or otherwise use Non-personal Information in our sole discretion and without the need for further approval.
PII of Account holders and non-Account holders (such as visitors to the Site) may be maintained, processed and stored by us and our authorized affiliates and service providers worldwide as necessary for the proper delivery of our Services and/or as may be required by law.
Our affiliates and service providers that store or process your PI on our behalf are each contractually committed to keep it protected and secured, in accordance with industry standards and regardless of any lesser legal requirements which may apply in their jurisdiction.
Upon request we will provide you with information about whether we hold any of your PII. You may access, correct, or request deletion of your PII by contacting us at firstname.lastname@example.org. We will respond to your request within a timeframe imposed by local laws or a reasonable timeframe.
Data Localisation Obligations: If you reside in a jurisdiction that imposes “data localisation” or “data residency” obligations (i.e., requiring that PII of its residents be kept within the territorial boundaries of such jurisdiction), and we become aware of that, we may maintain your PII within such territorial boundaries, if we are legally obligated to do so. You acknowledge that while doing so, we may continue to collect, store and use your PII elsewhere.
It is imperative that you will have control over your PII. That is the reason why we are taking reasonable steps in order to enable you to access, receive a copy of, update, amend, delete, or limit the use of your PII. We may ask you for additional information to confirm your identity and for security purposes, before disclosing the Personal Information requested to you. We reserve the right to charge a fee where permitted by law, for instance if your request is manifestly unfounded or excessive. You have the right to lodge a complaint with your local supervisory authority for data protection (but we still recommend you to contact us first).
For all Arthola Users, if you wish to receive a copy, access and/or request us to make corrections to the PII that you have stored with us, or wish to request a list of what PI (if any) pertaining to you we disclosed to third parties for direct marketing purposes, feel free to send us an e-mail to email@example.com. We will make all reasonable efforts to honor your request promptly (unless we require further information from you in order to fulfil your request) subject to legal and other permissible considerations.
Note that when deleting your PII, you actually delete all your data, and will not be able to use our Service anymore. Please note that permanently deleting your Account erases all of your information from our databases. After completing this process, you can no longer use any of your Services, your Account and all its data will be removed permanently, and we will not be able to restore your account or retrieve your data in the future. If you contact Arthola Support in the future, the system will not recognize your Account and support agents will not be able to locate the deleted account.
Please note that when you create an Account, your profile page will display your Account user name and certain statistics regarding your own use of the Services, including but not limited to, the date you became an Account holder, the materials you posted, materials you liked and placed in your collections, your followers and other account holders that you follow, number of likes you generated, etc. The name you choose when creating your Account is visible to all Users of the Services. Arthola does not control, and is not responsible for, the use of any information or content that you have exposed to the public through your use of the Services. You may use the tools we make available via the Services to make decisions about what information about you, including PII, will be visible on your profile page and on the profile pages of other Account holders that you visit. Please note Accounts can be created either by individuals or companies. Note that in some cases, we may not be able to remove your PII from such areas.
Even if you choose not to receive information from us, we reserve the right to communicate with you on matters we consider especially important.
You may review your PII by logging in and navigating to your Settings page on the website. Once there, you may modify information that is incorrect and delete certain information from your profile. You can also change your permission settings as to who is allowed to view materials uploaded to you, your collections and materials you liked.
We have implemented security measures designed to protect the PII you share with us, including physical, electronic and procedural measures. Among other things, we offer HTTPS secure access to most areas on our Services. We also regularly monitor our systems for possible vulnerabilities and attacks, and regularly seek new ways and Third Party Services for further enhancing the security of our Services and protection of our Visitors’ and Users’ privacy.
However – regardless of the measures and efforts taken by us, we cannot and do not guarantee the absolute protection and security of your PII, or any other content you upload, publish or otherwise share with us or anyone else. We therefore encourage you to set strong passwords for your User Account, and avoid providing us or anyone with any sensitive information which you believe its disclosure could cause you substantial or irreparable harm. Furthermore, because certain areas on our Services are less secure than others, and since e-mail and instant messaging are not recognized as secure forms of communications, we request and encourage you not to share any PII on any of these areas or via any of these methods. If you have any questions regarding the security of our Services, you are more than welcome to contact us at firstname.lastname@example.org.
Your PII may be transferred to, and maintained on, computers located outside of your state, province, country or other governmental jurisdiction where the privacy laws may not be as protective as those in your jurisdiction.
This is the agreement ("Agreement") between you as either an individual artist or as the legal authorized representative of a group artist ("Artist") and Arthola, ("Arthola") concerning the uploading of Artist's audio, visual, audiovisual and other materials (the "Artist Materials" defined below) to the Arthola.com website, Arthola mobile apps and smart TV apps and concerning Arthola's use of Artist Materials on the Arthola Services. If Artist is agreeing on behalf of a group artist or a group of artists then each reference to "Artist" in this Agreement refers to each member of the group or the group as a whole, as the case may be. Artist and Arthola acknowledge the exchange of mutual benefits and promises and other consideration and agree as follows with respect to new submissions of Artist Materials and any former submissions of Artist Materials:
- Term. The term ("Term") of this Agreement starts on the date that the Artist Materials are initially uploaded to any Arthola Site(s) and continues until either Artist or Arthola terminates this Agreement in writing, with or without cause or by the removal of Artist Materials for the purpose of termination all subject to the survival of certain undertakings in this agreement set out in paragraph 15 (f), below:
- To the extent this Agreement is terminated by Artist, the rights granted in this Agreement will terminate only after Artist has removed all of his or her Artist's Materials from the Arthola Site(s) excluding those Artist Materials that cannot be removed by Artist (e.g. likes posted to Arthola), and Arthola has received notice of the removal. If this Agreement is terminated by Arthola, this Agreement will terminate when Arthola removes Artist's Materials from the Arthola website excluding comments posted to Arthola by Artist. If the Agreement is terminated in these ways, the parties agree to cooperate in providing an orderly termination of the relationship.
- Artist can selectively terminate this agreement with respect to any individual work posted by Artist to Arthola by removing the posted work from Arthola and this selective termination with respect to an individual work will become effective when Arthola receives notice of the removal. Arthola provides a removal function with respect to individual works posted by Artist and the proper use of this function shall serve as notice of removal. If the Agreement is terminated with respect to an individual work in this way, the parties agree to cooperate in providing an orderly withdrawal of the work to the extent it has been licensed to third parties under this agreement or to the extent that Artist has placed the work in the Print program or similar commercial efforts within Arthola Sites.
- Ownership. Artist at all times retains all right, title and interest in and to the Artist Materials provided by Artist hereunder (including, without limitation, the copyrights in and to the Artist Materials), subject to the non-exclusive rights in the licenses granted to Arthola under this Agreement. Artist is free to grant similar rights to others during and after the Term of this Agreement.
- License To Use Artist Materials. As and when Artist Materials are uploaded to the Arthola Site(s), Artist grants to Arthola a worldwide, royalty-free, non-exclusive license to do the following things during the Term:
- to prepare and encode Artist Materials or any part of them for digital or analog transmission, manipulation and exhibition in any format and by any means now known or not yet known or invented;
- to display, copy, reproduce, exhibit, publicly perform, broadcast, rebroadcast, transmit, retransmit, distribute through any electronic means (including analog and digital) or other means, and electronically or otherwise publish any or all of the Artist Materials, including any part of them, and to include them in compilations for publication, by any and all means and media now known or not yet known or invented;
- to modify, adapt, change or otherwise alter the Artist Materials (e.g., change the size) and use the Artist Materials as described in Section 3(b); and
- the right to sublicense to any other person or company any of the licensed rights in the Artist Materials, or any part of them, subject to the terms and conditions of this Agreement.
- Artist acknowledges that Artist will not have any right, title, or interest in any other materials with which Artist Materials may be combined or into which all or any portion of Artist Materials may be incorporated.
- During the Term, Arthola's licenses under this Agreement include the right to use any part of the Artist Materials in the promotion, advertising or marketing of the Arthola Sites.
- As used in this Agreement, the term "Artist Materials" means any content uploaded to the Arthola Site(s) which may include without limitation Artist's name(s) (including professional names), trademarks, trade names, likenesses, photographs, biographical materials, audio-visual materials, artwork, liner notes, and other graphical, textual, video, film or audio materials and any and all "skins," computer-generated images or other artwork or images that Artist submits to Arthola in any medium or format whatsoever.
- Name and Likeness. Artist also grants to Arthola:
- a worldwide, royalty-free, non-exclusive license to use Artist's name(s), group name, photograph and/or likeness(es) and biographical materials in connection with the distribution, exploitation, promotion, marketing and advertising of the Artist Materials, and the Arthola Site(s)as described hereunder, during the Term;
- Artist also agrees not to assert against Arthola any privacy, publicity, moral or similar rights held by Artist and on behalf any other person(s) whose name(s), photographs and/or likeness(es) and/or performances are embodied in the Artist Materials. Artist also agrees that any persons other than Artist appearing recognizably or otherwise in Artist Materials will not assert of any privacy, publicity, moral or similar rights) under the laws of the United States and any other country in connection with the exploitation of the materials as described in this Agreement; and,
- To the extent that the Artist Materials contain the name(s), group name, photograph and/or likeness(es) and biographical materials of any other person, Artist hereby grants to Arthola a worldwide, royalty-free, non-exclusive license to use them in connection with the distribution, exploitation, promotion, marketing and advertising of the Artist Materials, as described in this Agreement, during the Term.
- Limitation Of Rights The rights and licenses granted to Arthola under sections 3 and 4 of this Agreement require Arthola to obtain Artist consent before Arthola makes any commercial agreement with anyone else to separately buy, license, re-sell or re-publish or commercially use any Artist Materials not in association with Arthola but as an individual work of art or as a group of works from a single Artist in isolation from any other works. No additional consent is required for any other licensed uses under this Agreement of Artist Materials either as part of the Arthola Site(s) or in connection with the distribution of content groups from the Arthola Site(s) and/or for uses of the Artist Materials made at the discretion of a visitor to the Arthola Site(s) or other users under agreements with Arthola. Arthola will contact Artist in writing about any individual commercial uses of Artist Materials instigated by Arthola.
- Payment Unless otherwise agreed between Artist and Arthola in a writing from Arthola, the license granted to Arthola under this Agreement is royalty-free.
- Representations and Warranties. Artist represents and warrants that:
- Artist has the full right and power to enter into and perform this Agreement and to grant Arthola all rights to use the Artist Materials as contemplated in this Agreement, including, without limitation, the license grants in Sections 3, 4 and 5,
- Artist has obtained all necessary third-party consents, rights, licenses and permissions, if any, required for Artist to enter into and perform this Agreement and to grant Arthola the rights to use the Artist Materials set out in this Agreement (including, without limitation, consents and permissions from owners of any elements that are used in the Artist Materials),
- the Artist Materials (and Arthola's use of them under this Agreement) do not and will not infringe on any rights of any third party, including any trademark, copyright, patent, trade secret, right of privacy or publicity or moral rights of any third party,
- all information that Artist has provided or will provide to Arthola is true and complete,
- the Artist Materials do not and will not violate any law, statute, ordinance or regulation,
- the Artist Materials do not and will not be defamatory, libelous, threatening, pornographic, obscene, harmful to minors, violations of child pornography or child sexual exploitation laws,
- the Artist Materials do not and will not contain any viruses or other programming routines that may detrimentally interfere with computer systems or data, whether those of Arthola or any third party, and
- if Artist or any member of Artist's group is a minor, Artist hereby warrants that Artist has the legal right to execute this Agreement on behalf of the minor artist and guarantee such person's performance of the terms of this Agreement. These warranties shall survive any termination of this Agreement.
- Third Party Payments. Artist is responsible for all licensing, reporting and payment obligations of any kind to third parties in connection with the Artist Materials.
- Indemnity. Artist agrees to defend, indemnify, reimburse and hold Arthola and its parent, subsidiary and affiliated entities, and its and their members, managers, officers, directors, representatives, employees, agents, successors, designees, licensees, sublicensees and assigns harmless from and against any and all liability, loss, damages, judgments, costs and expenses (including reasonable attorney's fees, costs and expenses and court costs) arising out of or related to:
- Artist's use of the Arthola Site(s);
- any breach or alleged breach of Artist's representations and warranties and/or any breach, alleged breach or violation of the notices, terms and conditions of this Agreement; and
- Artist's violation or alleged or threatened violation of any rights of a third party, including, without limitation, any trademark, copyright, patent, trade secret, right of privacy or publicity or moral rights of any third party, arising from the submission and/or use of Artist Materials as provided in this Agreement
- Arthola's Performance. Artist acknowledges and agrees that the operation of the Arthola Site(s) may from time to time encounter technical or other problems and may not necessarily continue uninterrupted or without technical or other errors and Arthola will not be responsible to Artist or others for any interruptions, errors or problems or even for an outright discontinuance of the Arthola service. There are no assurances whatsoever that any of the Artist Materials or any part or element of Artist materials will actually be used on the Arthola Site or if used will continue to be available for any particular time. Arthola has the right, in Arthola's sole and absolute discretion, to remove from the Arthola Site(s) at any time the Artist Materials or any part of them and/or to revoke any sublicense granted by Arthola to any affiliate or unaffiliated third party. Notwithstanding the foregoing, Arthola does not control the content of the Artist Materials and does not have any obligation to monitor the content of the Artist materials for any purpose or reason. Artist acknowledges that Artist is solely responsible for all content submitted to the Arthola Site(s) by Artist. The Arthola Site may be discontinued at any time, with or without reason and all Artist materials uploaded to Arthola may be removed and unavailable for recovery by any means. Artist and only Artist is responsible for maintaining at Artist's expense and in facilities owned or controlled only by Artist any and all original materials or so-called back-up copies of all or any part of the Artist Materials.
- No Warranty. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ARTHOLA DISCLAIMS ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO
- UNINTERRUPTED OR CONTINUOUS AVAILABILITY OF THE ARTHOLA SITE, AND
- IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT WITH RESPECT TO THE ARTHOLA SITE AND ANY SERVICES PROVIDED BY ARTHOLA HEREUNDER. IN ADDITION, ALTHOUGH ARTHOLA INTENDS TO TAKE REASONABLE STEPS TO PREVENT THE INTRODUCTION OF VIRUSES OR OTHER DESTRUCTIVE MATERIALS TO THE ARTHOLA SITE(S), AND WHETHER OR NOT ARTHOLA IMPLEMENTS THE AFOREMENTIONED REASONABLE PROTECTIONS, ARTHOLA DOES NOT WARRANT THAT THE ARTHOLA SITE(S), ANY PART THEREOF, OR ANY INFORMATION OR OTHER MATERIAL ACCESSIBLE THROUGH THE ARTHOLA SITE(S) IS FREE OF VIRUSES, WORMS, TROJAN HORSES OR OTHER HARMFUL COMPONENTS.
- No Liability for Third Party Use. ARTHOLA DISCLAIMS ALL RESPONSIBILITY AND LIABILITY FOR ANY THIRD-PARTY USE OF THE ARTIST MATERIALS MADE AVAILABLE ON THE ARTHOLA WEBSITE BY THE ARTIST PURSUANT TO THE TERMS OF THIS AGREEMENT. ARTIST SHALL BE SOLELY RESPONSIBLE FOR SEEKING RELIEF FOR ANY UNAUTHORIZED USE OF ARTIST MATERIALS BY A THIRD-PARTY, AND NOT FROM ARTHOLA. THIS MEANS, AMONG OTHER THINGS, THAT IF ANOTHER PERSON OBTAINS ARTIST MATERIALS FROM ARTHOLA (WHETHER OR NOT WITH ARTHOLA'S PERMISSION), AND USES THOSE MATERIALS IN A WAY NOT AUTHORIZED BY THE LICENSES GRANTED UNDER THIS AGREEMENT ARTIST WILL SEEK REDRESS OR RECOVERY FROM THE OTHER PERSON AND NOT FROM ARTHOLA, AND THAT ARTIST WILL NOT HOLD Arthola RESPONSIBLE OR LIABLE FOR SUCH UNAUTHORIZED USE.
- Exclusion of Damages. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT (INCLUDING NEGLIGENCE) SHALL ARTHOLA, ITS OFFICERS, DIRECTORS, MEMBERS, PARENTS, AFFILIATES, SUBSIDIARIES, LICENSEES, ASSIGNS, SUCCESSORS, AGENTS, REPRESENTATIVES, EMPLOYEES OR LICENSORS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES ARISING OUT OF AN ACTION UNDER CONTRACT, NEGLIGENCE OR ANY OTHER THEORY AND DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS, INCIDENTIAL DAMAGES, CONSEQUENTIAL DAMAGES, PUNITIVE DAMAGES, EXEMPLARY DAMAGES), WHETHER OR NOT ARTHOLA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE USE OR PERFORMANCE OF THE ARTHOLA SITE(S). IN NO EVENT SHALL ARTHOLA'S TOTAL LIABILITY TO ARTIST UNDER THIS AGREEMENT FROM ALL CAUSES OF ACTION AND UNDER ALL THEORIES OF LIABILITY EXCEED $5. THE PARTIES ACKNOWLEDGE AND AGREE THAT ARTHOLA HAS ENTERED INTO THIS AGREEMENT IN RELIANCE ON THE LIMITATIONS OF LIABILITY SPECIFIED IN THIS AGREEMENT, WHICH ALLOCATE THE RISK BETWEEN ARTIST AND ARTHOLA, AND FORM THE BASIS OF THE BARGAIN BETWEEN THE PARTIES.
- Copyright and Trademark Notices. Arthola, the Arthola logos and mascots, and the layout and design of the Arthola Site(s), among other marks that may appear on the Arthola Site(s) are trademarks of Arthola Inc., LLC (the "Arthola Marks"). Other trademarks and service marks on the Arthola Site(s) may be the property of the advertisers, content partners and/or providers, or other third parties. Artist may not use any of the Arthola Marks without Arthola's prior written permission, and Artist may not use any third-party marks without the third party's prior written permission.
- Governing Law; Jurisdiction. THIS AGREEMENT SHALL BE GOVERNED IN ALL RESPECTS BY THE LAWS OF HONG KONG WITHOUT REGARD TO ITS OR ANY OTHER JURISDICTION'S CONFLICT OF LAWS PRINCIPLES. THE SOLE VENUE AND JURISDICTION FOR DISPUTES ARISING FROM THIS AGREEMENT SHALL BE THE APPROPRIATE COURT LOCATED IN HONG KONG, AND ARTIST AND ARTHOLA BOTH IRREVOCABLY AGREE TO SUBMIT TO THE JURISDICTION OF SUCH COURTS.
- Assignment. Arthola shall have the right to assign this Agreement in whole or in part to any person or business entity. Artist may not assign Artist's rights or delegate Artist's obligations under this Agreement without the prior written consent of Arthola.
- Notice. All notices, requests and other communications ("Communications") under this Agreement must be in writing and sent to Arthola at its legal address as provided on Arthola's site. Communications shall be deemed received:
- for Communications sent by registered or certified mail, postage prepaid, return receipt requested or by DHL or other reputable overnight courier service, on the date of receipt or refusal as indicated on the return receipt;
- for Communications sent by personal delivery, on the date of personal delivery; and
- No other form of notice shall be accepted under this Agreement, other than the electronic notification for individual works under the circumstances specifically described in 1(b).
- Entire Agreement. This Agreement sets forth the entire understanding and agreement of Artist and Arthola as to the subject matter hereof and supersedes all prior proposals, discussions or agreements (oral and written) with respect to such subject matter.
- Modification. Arthola reserves the right to amend the terms of this Agreement from time to time in its sole discretion. Arthola will notify Artist of any material changes to this Agreement by sending an email to the address listed in Artist's account. If Artist continues to upload Artist Materials after being notified of the changes to the Agreement, Artist will be deemed to have accepted those changes and the new terms of the Agreement will govern all prior and future submissions of Artist Materials. If Artist does not accept the new terms of the Agreement, Artist's only and exclusive remedy will be to terminate this Agreement. Otherwise, this Agreement may be changed only by a writing signed by both parties that specifically refers to the parties' intent to amend this Agreement.
- Survival. The provisions of Sections 1, 3(e), 4(b) 5, 6, 7, 8, 10, 11, 12, 13, 14 and 15 shall survive any termination of this Agreement. In addition, any sublicenses granted to third parties for the display of Artist Materials on electronic or other devices pursuant to Section 3 shall survive any termination of this Agreement for such reasonable time as may be necessary to withdraw Artist Materials from the particular license; any use of Artist Materials pursuant to Section 3 with respect to the making of so-called backup copies or caching of Arthola Sites or any equivalent activity or function for general site maintenance and protection shall survive any termination of this Agreement; and, Artist Materials consisting of comments posted to Arthola will remain as part of the Arthola database and available to all users of Arthola Sites following termination of this Agreement.
Children's Online Privacy Protection Act (effective April 21st, 2000) is limited to prohibiting any child under the age of 13 from opening, maintaining, or otherwise using an account with us. This restriction stands even when parental permission is granted.
As we collect certain pieces of identifiable information and since an Arthola account allows a user to publicly display various types of personal and identifiable information, we cannot allow children under the age of 13 to utilize an account at this point in time.
All accounts found to be used or maintained by a child under the age of 13 will be closed automatically and without notice. Accounts closed in this fashion will be preserved until their user reaches the minimum required age of 13 years old.