Terms of Service
1. ACCEPTANCE OF TERMS
ArtPal provides its service to you, subject to the following Terms of Service ("TOS"), which may be updated by ArtPal from time to time without notice to you. The most current version of the TOS can always be found at: http://www.ArtPal.com/terms.aspx. By using ArtPal, you agree, without limitation or qualification, to be bound by, and to comply with, these Terms of Service.
2. DESCRIPTION OF SERVICE
ArtPal provides an online selling and buying service (the "Service"). You understand and agree that you may receive certain communications from ArtPal, such as service announcements and administrative messages, and that these communications are considered part of ArtPal membership and you will not be able to opt out of receiving them. Unless explicitly stated otherwise, any new features that augment or enhance ArtPal shall be subject to the TOS. You understand and agree that ArtPal is provided "AS-IS" and that ArtPal assumes no responsibility for the timeliness, deletion, mis-delivery or failure to store any user communications or personalization settings.
You are responsible for obtaining access to ArtPal and that access may involve third party fees (such as Internet service provider or airtime charges). You are responsible for those fees. In addition, you must provide and are responsible for all equipment necessary to access ArtPal.
3. YOUR REGISTRATION OBLIGATIONS
In consideration of your use of ArtPal, you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the ArtPal registration form (such information being the "Registration Data") and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or ArtPal has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, ArtPal has the right to suspend or terminate your account and refuse any and all current or future use of ArtPal (or any portion thereof).
5. MEMBER ACCOUNT, PASSWORD AND SECURITY
You will receive an account upon completing the ArtPal registration process. You are responsible for maintaining the confidentiality of the account and any related password, and are fully responsible for all activities that occur under your account.
6. MEMBER CONDUCT
You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages or other materials ("Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from which such Content originated. This means that you, and not ArtPal, are entirely responsible for all Content that you upload, post, email, transmit or otherwise make available via the Service. ArtPal does not control the Content posted via ArtPal and, as such, does not guarantee the accuracy, integrity or quality of such Content. You understand that by using ArtPal, you may be exposed to Content that is offensive, indecent or objectionable. Under no circumstances will ArtPal be liable in any way for any Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via ArtPal.
You agree to not use ArtPal to:
- upload, post, email, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
- harm minors in any way;
- impersonate any person or entity, including, but not limited to, a ArtPal employee, or falsely state or otherwise misrepresent your affiliation with a person or entity;
- forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through ArtPal;
- upload, post, email, transmit or otherwise make available any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
- upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights ("Rights") of any party;
- upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, "junk mail", "spam", "chain letters", "pyramid schemes", or any other form of unauthorized solicitation;
- upload, post, email, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
- interfere with or disrupt ArtPal or servers or networks connected to ArtPal, or disobey any requirements, procedures, policies or regulations of networks connected to ArtPal;
- intentionally or unintentionally violate any applicable local, state, national or international law, including any regulations having the force of law; or
- "stalk" or otherwise harass another.
You acknowledge that ArtPal does not pre-screen Content, but that ArtPal and its designees shall have the right (but not the obligation) in their sole discretion to refuse or move any Content that is available via ArtPal. Without limiting the foregoing, ArtPal and its designees shall have the right to remove any Content that violates the TOS or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely on any Content created by ArtPal or submitted to ArtPal.
You acknowledge and agree that ArtPal may preserve Content and may also disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the TOS; (c) respond to claims that any Content violates the rights of third-parties; or (d) protect the rights, property, or personal safety of ArtPal, its users and the public.
You understand that the technical processing and transmission of ArtPal, including your Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
7. SELLING ON ARTPAL
If you use ArtPal to sell or advertise any services or products, it is agreed that you ("Seller") must be age 18 or older. As the Seller, upon receiving a new order, you must promptly accept the order or, with good reason, decline the order. Upon accepting an order, you must promptly ship the correct item(s) in good faith to the Buyer, unless a delay is requested by the Buyer. You acknowledge and agree that you will promptly issue refunds when appropriate. If deemed necessary by ArtPal, ArtPal and its designees shall have the right to issue a refund on behalf of the Seller without the consent of the Seller. You are responsible for any payment reversals or chargebacks related to items you're selling. You are responsible for any payment reversals, chargebacks, refunds, or replacements related to Print-on-Demand items that are due to you providing an image of insufficient quality, including but not limited to, watermarks, poor cropping, blurriness, insufficient resolution, and insufficent photography/scan quality.
8. SPECIAL ADMONITIONS FOR INTERNATIONAL USE
Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.
9. CONTENT SUBMITTED OR MADE AVAILABLE FOR INCLUSION ON ARTPAL
ArtPal does not claim ownership of Content you submit or make available for inclusion on ArtPal. With respect to Content you submit or make available for inclusion on publicly accessible areas of ArtPal, you grant ArtPal the following worldwide, royalty free and non-exclusive license(s), as applicable:
- With respect to Content you submit or make available for inclusion on publicly accessible areas of ArtPal, the license to use, distribute, reproduce, modify, adapt, publicly perform and publicly display such Content on ArtPal. This license exists only for as long as you elect to continue to include such Content on ArtPal and will terminate at the time you remove or ArtPal removes such Content from ArtPal.
- With respect to Content other than photos, graphics, audio or video you submit or make available for inclusion on publicly accessible areas of ArtPal, the perpetual, irrevocable and fully sublicensable license to use, distribute, reproduce, modify, adapt, publish, translate, publicly perform and publicly display such Content (in whole or in part) and to incorporate such Content into other works in any format or medium now known or later developed.
"Publicly accessible" areas of ArtPal are those areas that are intended by ArtPal to be available to the general public.
You agree to indemnify and hold ArtPal, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Content you submit, post, transmit or make available through ArtPal, your use of ArtPal, your connection to ArtPal, your violation of the TOS, or your violation of any rights of another.
11. GENERAL PRACTICES REGARDING USE AND STORAGE
You acknowledge that ArtPal may establish general practices and limits concerning use of ArtPal, including without limitation the maximum number of days that uploaded Content will be retained by ArtPal, the maximum disk space that will be allotted on the ArtPal servers on your behalf, and the maximum number of times (and the maximum duration for which) you may access ArtPal in a given period of time. You agree that ArtPal has no responsibility or liability for the deletion or failure to store any messages and other communications or other Content maintained or transmitted by ArtPal. You acknowledge that ArtPal reserves the right to log off accounts that are inactive for an extended period of time. You further acknowledge that ArtPal reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
12. MODIFICATIONS TO SERVICE
ArtPal reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, ArtPal (or any part thereof) with or without notice. You agree that ArtPal shall not be liable to you or to any third party for any modification, suspension or discontinuance of ArtPal.
13. TERMINATION AND CANCELLATION
You agree that ArtPal, in its sole discretion, may terminate your password, account (or any part thereof) or use of ArtPal, and remove and discard any Content within ArtPal, for any reason, including, without limitation, for lack of use or if ArtPal believes that you have violated or acted inconsistently with the letter or spirit of the TOS. ArtPal may also in its sole discretion and at any time discontinue providing ArtPal, or any part thereof, with or without notice. You agree that any termination of your access to ArtPal under any provision of this TOS may be effected without prior notice, and acknowledge and agree that ArtPal may immediately deactivate or delete your account and all related information and Content in your account and/or bar any further access to such Content or ArtPal. Further, you agree that ArtPal shall not be liable to you or any third-party for any termination of your access to ArtPal. To cancel, go to your Settings and change your Gallery Status to "Cancel". Any other form of cancellation request may or may not be accepted or processed, including but not limited to, cancellation requests via email, mail, or phone.
14. DEALINGS WITH ADVERTISERS
Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through ArtPal, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. You agree that ArtPal shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on ArtPal.
ArtPal may provide, or third parties may provide, links to other World Wide Web sites or resources. Because ArtPal has no control over such sites and resources, you acknowledge and agree that ArtPal is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that ArtPal shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource.
16. PROPRIETARY RIGHTS OF ARTPAL
You acknowledge and agree that ArtPal and any necessary software used in connection with ArtPal ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that Content presented to you through ArtPal or advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by ArtPal or advertisers, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on ArtPal or the Software, in whole or in part.
ArtPal grants you a personal, non-transferable and non-exclusive right and license to use the object code of its Software on a single computer; provided that you do not (and do not allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software. You agree not to modify the Software in any manner or form, or to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to ArtPal. You agree not to access ArtPal by any means other than through the interface that is provided by ArtPal for use in accessing ArtPal.
17. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
- YOUR USE OF ARTPAL IS AT YOUR SOLE RISK. ARTPAL IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. ARTPAL EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
- ARTPAL MAKES NO WARRANTY THAT (i) ARTPAL WILL MEET YOUR REQUIREMENTS, (ii) ARTPAL WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF ARTPAL WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH ARTPAL WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
- ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF ARTPAL IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
- NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH OR FROM ARTPAL SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.
18. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT ARTPAL SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF ARTPAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE ARTPAL; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM ARTPAL; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON ARTPAL; OR (v) ANY OTHER MATTER RELATING TO ARTPAL.
19. EXCLUSIONS AND LIMITATIONS
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 17 AND 18 MAY NOT APPLY TO YOU.
The TOS may be updated by ArtPal from time to time without notice to you. Notices to you may be made via either email or regular mail. ArtPal may also provide notices of changes to the TOS or other matters by displaying notices or links to notices to you generally on ArtPal.
21. GENERAL INFORMATION
The TOS constitute the entire agreement between you and ArtPal and govern your use of ArtPal, superceding any prior agreements between you and ArtPal. You also may be subject to additional terms and conditions that may apply when you use third-party content or third-party software. The TOS and the relationship between you and ArtPal shall be governed by the laws of the State of Colorado without regard to its conflict of law provisions. You and ArtPal agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Jefferson, Colorado. The failure of ArtPal to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of the TOS is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of ArtPal or the TOS must be filed within one (1) year after such claim or cause of action arose or be forever barred.
The section titles in the TOS are for convenience only and have no legal or contractual effect.