Terms of Service

IMPORTANT NOTICE: PLEASE READ THESE TERMS OF SERVICE CAREFULLY—THEY AFFECT YOUR LEGAL RIGHTS AND OBLIGATIONS, AND INCLUDE WAIVERS OF RIGHTS AND LIMITATIONS OF LIABILITY. THEY ALSO REQUIRE DISPUTES BETWEEN YOU AND US TO BE RESOLVED THROUGH BINDING INDIVIDUAL ARBITRATION AND TO WAIVE ANY RIGHT TO A JURY TRIAL, CLASS OR COLLECTIVE ACTIONS OR PROCEEDINGS, AND ANY OTHER COURT PROCEEDING OF ANY KIND, SUBJECT TO LIMITED EXCEPTIONS. UNLESS YOU OPT OUT IN ACCORDANCE WITH THE OPT-OUT PROCEDURES DESCRIBED BELOW, YOU WILL BE BOUND BY THESE TERMS. THE FULL TERMS OF THE ARBITRATION AGREEMENT ARE BELOW.

I. INTRODUCTION

Art.me allows you to participate in the art world by providing a service for viewing, selling and purchasing original works of art. These Terms outline the rules and guidelines governing your use and access of our Services and define the relationship between you (the user) and us (the service provider). For example, these Terms explain: (1) what you can expect from us; (2) what we expect from you; (3) who can do what with Your Content and on the Services; and (4) how we will resolve disputes between you and us.

By using the Services, you are entering into a binding contract with us that includes these Terms. Other Terms may govern certain features or material on the Service, such as free trial and reward programs, subscription programs, offers, sweepstakes and contests. By participating in any activity on the Services governed by Other Terms, you agree that you will be subject to those Other Terms in addition to these Terms. For information on how we collect, use and protect personal data, please refer to our Privacy Policy. By using our Services, you also acknowledge and agree to our Privacy Policy.

II. DEFINITIONS

In this document, capitalized words not otherwise defined have the meanings given to them in this Definitions section or otherwise defined throughout. The Definitions section also includes explanations for certain lowercase words.

“ADR Services” means ADR Services, Inc., www.adrservices.com.

“ADR Services Batching Procedure” means for the ADR Services to (i) administer Disputes in

at least 20 batches, with the discretion to create additional batches if ADR Services finds that

they are necessary to facilitate the efficient resolution of demands; and (ii) apply a single initial

filing fee and administrative fee per batch for each side with respect to the fees set forth in ADR

Services’ then-current Mass Consumer Non-Employment Arbitration Fee Schedule.

“ADR Services Rules” means ADR Services rules and procedures then in effect

“App Store” means the third party from whom you received the Mobile Application license, e.g., the Apple or Google app stores.

“App Store Sourced Application” means a Mobile Application accessed through or downloaded from the Apple App Store.

“Artwork” means original physical works of art that you have created and that you desire to sell and/or commercially exploit through the Services.

“Art.me,” “we,” “our,” and “us” means and refers to Art.me The App, Inc. and its respective employees, directors, officers, and shareholders.

“Art.me Parties” means Art.me and Art.me’s predecessors in interest, successors, parents, subsidiaries, affiliates, and assigns, as well as each of their respective past, present, and future employees, directors, officers, shareholders, independent contractors, parents, subsidiaries, affiliates, predecessors in interest, successors, and assigns.

“Content” means Artwork, graphics, pictures, images, videos, animations, audio, sounds, music, audio-visual effects, text, titles, names, themes, dialogue, characters, stories, concepts, objects, virtual items, patterns, textures, designs, models, concepts, interactive features, code, scripts, software, metadata, digital works, suggestions, feedback, messages, reviews, files, documents, and all other content.

“Dispute” means any dispute, claim, or controversy between you and Art.me Parties, including but not limited to disputes, claims, or controversies related to or arising from the Services, or these Terms or Other Terms, including, without limitation, those relating to the formation, breach, termination, enforcement, interpretation, validity, scope, or applicability of the Terms, Other Terms, and the Arbitration Agreement included herein.

“DMCA” means the Digital Millennium Copyright Act, 17 U.S.C. § 512.

“FAA” means that Federal Arbitration Act, 9 U.S.C. § 1 et seq.

“Ideas” means the results of thought.

“IP” means any intellectual property or intellectual property rights, including any copyright, trademark, patent, trade secret, or other proprietary interests, whether registered or unregistered, under the Laws of any jurisdiction.

“Laws” means all laws, rules, codes, statutes, ordinances, regulations, treaties, directives, and legal or regulatory requirements or guidance and agreements that apply to the Services or Content.

“Licensed Parties” means Art.me Parties and their respective partners, representatives, agents and licensees.

“Mobile Application” means a software application designed to run on Mobile Devices that provides access to our Services.

“Mobile Device” means a piece of portable electronic equipment that can connect to the internet, especially such as a smartphone or tablet computer.

“Mobile Services” means services or functionality we provide, if any, that are accessible via mobile devices, including apps (if any), mobile-optimized versions of our website, push notifications, location-based services, and SMS, MMS, iMessage and other mobile-based communications.

“NAM” means National Arbitration and Mediation (www.namadr.com).

“NAM Rules” means NAM rules and procedures, including any supplementary rules and fee schedules, then in effect

“Notice of Dispute” or “Notice” means a notice of Dispute from you to any Art.me Party.

“Notice Address” means 263 W 131 st Street, Unit 4A (Attn: Art.Me) to which a Notice of Dispute from you to Art.me Parties must be emailed.

“Other Terms” means individually or collectively any other agreements, addenda, or terms entered into by you and Art.me that are governed by, or otherwise incorporate by reference, these Terms.

“Our Content” means the Services, and any IP or Content owned or provided by or on behalf of Art.me Parties, including any software, technology, tools, designs, templates or tools provided to users.

“Persona” means, collectively, name, brand, likeness, image, likeness, social-media handle(s), avatars, signature, voice, performance, profile and biographical information.

“Platform Terms” means the terms of use and other applicable policies for applicable third party platforms.

“Purchaser” means a user who purchases Artwork using the Services.

“Seller” means a user who is offering Artwork for sale using the Services.

“Services” means websites, mobile applications and any other programming, tools, applications, technical products, features, software, experiences, services, or documentation provided by Art.me and other Art.me Parties, as applicable.

“Review” means a review about us or our products or services.

“Subscription” means a recurring payment plan that grants you access to specific Content or parts of the Services for a defined period, which automatically renews until canceled.

“Terms” means these Terms of Service, as updated from time to time.

“You” or “you” means the person entering into these Terms with Art.me, or if the person is acting as a representative of an entity, that entity.

“Your Content” means any Content you create, submit, store, upload, broadcast, provide or share using the Services, or otherwise provide to Art.me, including any Persona (to the extent incorporated therein), but excludes Our Content or Content provided by other users.

III. YOUR RELATIONSHIP WITH US

A. What you can expect from us Services:

We may offer a range of Services, your use of which is governed by these Terms. Update, develop, and enhance Services. We may develop new technology or features that improve or modify the Services. To that end, we may add or remove certain features, functionalities, or Services. If we make a significant change that impacts your use of the Services, or if we stop offering a service altogether, we will endeavor to notify you unless the situation is urgent (for example, to prevent abuse, address security issues, respond to legal requirements, etc.).

Update, clarify, or amend these Terms. We may make non-material changes to these Terms or any Other Terms without notice, but if we make a change to these Terms or any Other Terms that materially affects your rights, we will provide you with notice (to the extent we have your contact information). If you do not agree with any Terms, including any changes to the Terms or Other Terms, you must stop using the Services. Your continued use of the Services constitutes acknowledgment of, and agreement to, the Terms, including any changes to the Terms or Other Terms.

B. What we expect from you:

Follow all applicable rules. The permission we give you to use the Services lasts as long as you comply with: (1) these Terms; and (2) any Other Terms—which will be controlling if there is any conflict with these Terms—that may apply to specific uses of the Services. We will let you know when Other Terms apply to your use of the Services.

Provide true information. We may ask you for certain information from time to time, including to open an account with us, and when the law says we have to. You agree to give us true information only and to update such information to keep it accurate, current and complete. You understand that lying or not providing certain information may mean that you won’t be able to access or use certain Services.

Give feedback or suggest improvements, if you want. If you give us any comments, feedback, or suggestions, you agree that Art.me Parties and all other Licensed Parties may use those submissions without notice, payment, or any other obligation to you. Art.me Parties do not accept unsolicited Content or Ideas from users, including, without limitation, for Services, websites or features. You acknowledge that Art.me Parties and all other Licensed Parties may be working on, or receive, other Ideas (or Licensed Parties’ employees or third-party independent contractors may create materials on their own) that are similar or identical in theme, format or other respects to any Idea created by you and neither Art.me Parties nor any other Licensed Party shall have any liability to you for any use of any Idea, including, without limitation, direct, indirect, contributory, vicarious, secondary or damages, or infringement or protection of any copyright in or to any Idea. Neither Art.me Parties nor any other Licensed Party are not responsible for any unauthorized use of any Idea by third parties.

Pay any fees that you owe. Some of the Services may allow you to purchase Artwork or require you to pay a fee, including a transaction fee or shipping and handling fees for certain transactions. If so, you agree to pay the applicable purchase price, fees, and any taxes that you may owe as determined by the applicable Art.me Party or third party service providers and under any applicable law. All payments and fees are final and non-refundable, unless otherwise stated in our Refund Policy below, in Other Terms, or on the Services.

Make certain promises, also known as representations and warranties. By using the Services, you represent and warrant that:

you have the rights and ability to enter into these Terms and any Other Terms;
your use of the Services and performance under any Other Terms won’t violate any third party’s rights, applicable Laws or Platform Terms;
you exclusively own the rights in Your Content or, if not, you have obtained all rights necessary to grant Art.me and the other Licensed Parties the rights granted hereunder (including all sublicense rights);
the use of Your Content as set forth herein or in any Other Terms will not violate these Terms, Other Terms, any Laws or Platform Terms, or any rights (including any IP, privacy rights, or rights of publicity) of any third party, or cause Art.me or any other Licensed Parties to incur any additional fees; and
if Your Content uses any third party’s IP (like logos, designs, brand names), such use is expressly permitted by the applicable rights holder or otherwise is permitted by fair use or other applicable Laws.

IV. USING THE SERVICES

A. Age Requirements

To use the Services, you have to be at least 18 years old. If you are not legally considered an adult where you live, please talk to your parent or legal guardian and ask them for help; only they are allowed to agree to these Terms for you. If you’re a parent or legal guardian allowing a minor to use the Services, then you agree these Terms apply to you and that you’re responsible for their and your activity on the Services. You also are responsible for any transactions undertaken by you or the minor.

B. Your Account

You may need an account with us to access and use certain parts of the Services. Only you are responsible for what happens on your account and for keeping your passwords and other account information private and safe. You agree not to disclose your password to any third party and to take sole responsibility for any activities or actions under your account. You are only allowed to have one account with us. If you think your account was hacked, stolen, or used without your permission, please contact us at support@artmetheapp.org.

C. Authorized Entities

Sometimes, businesses or other organizations use the Services. To use the Services on behalf of a person, an organization or entity, you need to be an authorized representative of that person, organization or entity and you hereby agree to these Terms on its behalf.

D. Listing or Selling Artwork

We accept only artwork that you have been authorized to sell. After creating an account, you may submit listings for original artwork and that you own or have authorization to sell and/or commercially exploit through the Services, including original physical works of art and original digital works of art. You may not submit listings for Artwork that you do not own or that you are unauthorized to sell.

It may take some time for your Artwork to appear. Sellers acknowledge that their 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 listings in search and browse results is in Art.me’s sole discretion and may be based on factors that include, without limitation title, keywords and price.

Art.me may remove listings. If you want to remove a listing, you must go to your account and follow the steps set forth on that page. Art.me reserves the right to remove any listing for any reason. Art.me also reserves the right to remove an account or cancel a sale if determined, in Art.me’s reasonable discretion, that any provision of these Terms has been breached.

You may accept offers below list price. Art.me provides a “Bid” feature that allows users to submit an offer to purchase Artwork for an amount below the list price. If someone uses this feature to make an offer on your Artwork, Art.me will send you an email with the offer price and instructions on how to proceed if you wish to accept the offer. If you do not wish to accept the offer, you are welcome to decline it. If you accept the offer, you will proceed with the transaction as if it were an ordinary sale; the only difference is the negotiated price.

You may not “go around” Art.me. If you list any Artwork using our Services, and a Member expresses interest in purchasing your Artwork (or a custom or other Artwork related to the Work), you must use our Services to complete the transaction. You may not “go around” Art.me by, for example, making arrangements to transact with the Member independent of Art.me. Violation of this provision may result in the termination of your Account, in addition to any other remedies available to Art.me including, without limitation, injunctive or other appropriate relief.

You may not sell any works generated using artificial intelligence tools. You acknowledge and agree that if and to the extent any output(s) from generative artificial intelligence tools were used in the creation of the Artwork, the human creator has either (i) selected or arranged the AI-generated output in a sufficiently creative way through their own original mental conceptions that the resulting work as a whole constitutes an original work of authorship subject to copyright protection, or (ii) modified the Output to such a degree that the modifications meet the standard for copyright protection.

You are responsible for the Artwork you list. As a Seller, you acknowledge and agree that you are solely responsible for all Artwork that you make available through the Services. You represent and warrant that: (i) you own all rights, title and interest in and to the Artwork and are authorized to sell the Artwork through the Services; (ii) neither your nor Art.me’s use of the Artwork through the Services and as contemplated by these Terms, including the display, reproduction, distribution, performance, marketing, promotion or sale of the Artwork or copies, prints or representations of the Artwork, will violate the rights of any person, including any person’s copyright, trademark, patent, right of publicity, privacy, likeness or other rights or cause Art.me to incur any additional fees; and (iii) you have all rights, licenses, consents and releases, including releases from any models or other individuals appearing in any Artwork, that are necessary to grant to Art.me the rights in the Artwork as contemplated under these Terms.

You authorize us to sell your Artwork. You hereby authorize Art.me to promote, market and sell your Artwork on and through the Services and any other website, platform, or other online and offline sales channel authorized by Art.me. If any Artwork is sold through a sales channel other than the Services (a “Third-Party Sales Channel”), the Purchaser will be bound by any terms and conditions applicable to that Third-Party Sales Channel. However, as between you and Art.me, these Terms will apply to such sale.

We may use your art to sell your Artwork. You hereby grant Art.me a worldwide, transferable, nonexclusive, right and license, with a right to sublicense, to: (i) use, reproduce, distribute, publicly perform and publicly display copies of your Artwork for the purpose of promoting and selling Artwork on and through our Services; and (ii) access, view, use, crop, resize, copy, distribute, license, publicly display, publicly perform, transmit and broadcast copies of your Artwork in any form, medium or technology now known or later developed for the purpose of promoting Art.me 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 Seller Revenue Share (defined below), which is payable only upon the sale of any Artwork through a Sales Channel.

We may use your name, likeness and information. You grant to the Art.me and each of our respective direct and indirect licensees, successors and assigns, the right to use your name, likeness, and biographical, professional, and other identifying information (including information you provide to us and any other information about you that is publicly available) (collectively, “Likeness”) in connection with the marketing and sale of your Artwork. You waive the right to inspect or approve any use of your Likeness as contemplated in this Agreement.

We may continue using your art for a period after you remove a listing. If you remove a listing for any Artwork from the Services, the license rights granted by you to Art.me with respect to such Artwork 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 Art.me and any third-party subcontractors to fulfill any orders related to such Artwork initiated prior to or as of the effective date of termination. In addition, you acknowledge and agree that the license rights granted by you to Art.me with respect to using such Artwork to promote Art.me and the Services will remain in full force and effect for as long as necessary for Art.me to fulfill any current obligations that require the use of the Work.

You are responsible for shipping costs. Sellers will be responsible for the cost of shipping, unless otherwise agreed any Seller and Purchaser with regard to any particular Artwork.

You are responsible for packaging and other expenses. You are responsible for any and all costs to properly package any Artwork. Depending on your location, shipping the Artwork may require you to incur other costs and expenses—for example, to obtain export documentation or brokerage. You are responsible for covering any such costs and expenses.

You have seven (7) days to ship. You agree to properly package and ship any physical Artwork to the Purchaser within seven (7) days following the date of purchase. You must ship all Artwork through United Parcel Service (UPS). If you fail to do so, the sale may be canceled.

Art.me receives a commission on sales. For Artwork sold through our Services, Art.me is entitled to receive a commission on the final sale price in an amount equal to five point six percent (5.6%) of the total sale price. Sellers are entitled to receive ninety four point four percent (94.4%) of the total sale price (“Seller Revenue Share”).

We will credit your account for sales. For any Artwork you sell through our Services, Art.me will apply a credit in the amount of the applicable Seller Revenue Share to an account we maintain for each Seller (an “Art.me Wallet”), visible in your account page on the Services.

Timeline of payments. You may request a payment in the amount of the credit as seen in your Art.me Wallet be paid to you in accordance with a Art.me-designated payment schedule which is approximately fifteen (15) business days post-delivery (after delivery in accordance with our 7-day return period including processing time has lapsed). Upon the termination of these Terms or cancellation of your account, Art.me will remit to you the remaining balance of Seller Revenue Share in your Art.me Wallet, if any. Unclaimed funds are subject to remittance to local authorities in accordance with applicable laws. As stated above, any payments may be made through, and conditioned on your having created an account with a third-party payment processor.

We will withhold Taxes. You acknowledge that Art.me will withhold any taxes required to be withheld from the payments Art.me makes to you. Prior to receiving any payments, Sellers must complete applicable tax forms. Sellers residing within the United States must complete a W9 tax form. Sellers residing outside the United States must complete a W8BEN tax form.

E. Purchaser Terms and Conditions

It is important to understand that you are buying Artwork from our Sellers. When you purchase Artwork through the Services, you are purchasing the Artwork from the Seller and not from Art.me. Sellers ship physical Artwork directly to you. The list price may not include shipping costs or Taxes. Sellers set the sale price for their Artwork. To that sale price, Art.me or Seller may add the estimated shipping costs. So, except when indicated otherwise, the list price specified for an Artwork includes only the price for the Artwork. Certain physical Artwork, including oversized works and sculptures, may require additional shipping and handling charges and special arrangements. Taxes are calculated and added at checkout. Shipping costs will be included in the order confirmation once an order is placed.

Purchases are subject to our return policy. Works purchased through the Services are subject to the terms and conditions of Art.me’s then-current Refund Policy. Artwork purchased through any third-party sales channels are subject to the terms and conditions applicable to that third-party sales channel.

If there’s an issue, we reserve the right to cancel orders. Art.me reserves the right to cancel any order placed through the Services if Art.me determines, in its reasonable discretion, that the item, discontinued, otherwise unavailable at the price listed via the Services, or in the event of a breach of our Terms . If we cancel an order, you will not be charged for your order. If you wish to cancel an order, cancellation requests must be submitted at least 24 hours in advance of the expected shipment of an Artwork. Artwork which is already in-transit is not eligible for cancellation and must follow Art.me’s return process. Return fees may apply to orders canceled that are in-transit or when requests to cancel are received less than 24 hours from the expected shipment of any Artwork. Refusal of delivery does not waive Art.me’s right to apply return fees and only in the event of damage would a Purchaser receive a full refund upon refusal of the delivery of a purchased Artwork.

You may not “go around” Art.me. If you find Artwork using our Services, and you want to purchase the Artwork (or a custom or other work related to the Artwork), you must use our Services to complete the transaction. You may not “go around” Art.me by, for example, making arrangements with the Seller to transact with them independent of Art.me Violation of this provision may result in the termination of your account, in addition to any other remedies available to Art.me including, without limitation, injunctive or other appropriate relief.

You may make an offer below list price using the messaging feature. Art.me allows users to submit an offer to purchase Artwork for an amount below the list price. However, you must have enough funds in your Art.me Wallet to cover the list price in order to make a bid.

F. Refund Policy

All sales are final. All sales of Artwork through the Services are final. Once a purchase is completed, no refunds, returns, or exchanges will be provided, except as outlined in this policy (the “Refund Policy”).

Limited Exceptions. Refunds may be issued if and only if: (i) The Artwork was not delivered within thirty (30) days of the scheduled delivery date (such date, the “Late Delivery Date”); (ii) the Artwork you received is significantly different from the look or description of the Artwork on the Services at the time of purchase (for example, if you receive a different piece of Artwork, or if the Artwork is significantly damaged); or (iii) a technical error or payment processing issue occurred on the Services, resulting in an incorrect charge.

Requesting a Refund. If you wish to request a refund, you must submit your request to support@artmetheapp.org within seven (7) days of receiving the Artwork or, if the Artwork has not been delivered within thirty (30) days of the scheduled delivery date, within seven (7) days of the Late Delivery Date. The request must include your order details and proof of purchase, a detailed description of the reason for a refund request, and clear evidence supporting your request (for example, photographs of the Artwork, if applicable). Art.me will review and respond to your refund requests within thirty (30) days.

Processing Refunds. If Art.me determines, in its sole discretion, that a refund is appropriate, Purchaser agrees to ship the Artwork (if it had been delivered) to the Seller at Purchaser’s expense and, upon submitting proof of shipment to Art.me, Art.me will credit the Purchaser an amount equal to the original purchase price of the Artwork in Purchaser’s Art.me Wallet.

G. Mobile Services

Data Usage and Charges. To the extent you access the Services through a Mobile Device, your mobile carrier’s standard charges, data rates and other fees may apply.

Compatibility. Though our Services are designed to be accessible on Mobile Devices, we do not guarantee full functionality or optimal user experience on all devices. Users are responsible for ensuring their Mobile Device are compatible with our Services.

Security. Accessing the Services via a Mobile Device may introduce additional security risks. Users are responsible for maintaining the security of their Mobile Devices, including keeping software up to date and protecting against unauthorized access.

H. Mobile Application.

License. Subject to your compliance with these Terms, Art.me grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to download, install and use a copy of the 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 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 App Store. You acknowledge that these Terms are between you and Art.me and not with the App Store. As between Art.me and the App Store, Art.me, 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 there to (e.g. product liability, legal compliance, or IP 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, specifically:

You acknowledge and agree that: (i) these Terms are concluded between you and Art.me only, and not Apple; and (ii) as between Art.me and you, Art.me 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 Art.me 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 Art.me.
You and Art.me acknowledge that, as between Art.me 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 Art.me 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 IP rights, as between Art.me and Apple, Art.me, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such IP infringement claim to the extent required by these Terms.
You and Art.me 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.

I. Using Services Responsibly

You are responsible for your interactions with other users on the Services. We reserve the right to monitor interactions between users, but we are not obligated to do so, and cannot be held liable for your interactions with other users, or for any user’s actions or inactions. If you have a dispute with one or more users, you release Art.me and all other Licensed Parties from claims, and damages of every kind, arising out of or in any way connected with such disputes. In entering into this release, you waive any protections that would otherwise limit the coverage of this release.

You are responsible for your taxes. 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 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”). 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 minimize or to qualify for an exemption from any such obligations.

The Services are controlled and operated from the United States, and 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.

We have to set some ground rules for the Services so that everyone can enjoy them and we can protect peoples’ rights. Therefore, you agree that:

You WILL:

treat Art.me and all other Licensed Parties and all users of the Services with respect;
comply with these Terms and Other Terms as applicable; and
comply with all applicable Laws and Platform Terms.

You may not do any of the following, unless laws prohibit these restrictions or you have our advance written permission to do so:

upload, submit, offer, or sell any Artwork generated entirely using artificial intelligence tools;
share, download, modify, copy, distribute, transmit, display, perform, reproduce, duplicate, publish, license, create derivative works from, or offer for sale any information contained on, or obtained from or through, the Services;
duplicate, change, break, decompile, reverse engineer, disassemble or decode the Services or any part thereof (including any underlying idea or algorithm), or attempt to do any of the same;
share, upload, distribute, transmit, display, perform, reproduce, duplicate or publish files that contain malicious code, viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s computer, network, or the Services;
use, reproduce or remove any proprietary notations displayed on or through the Services (e.g., trademark or copyright notices);
use cheats, automation software (bots), hacks, modifications (mods) or any other unauthorized third-party software designed to modify the Services;
exploit the Services for any commercial purpose, including without limitation communicating or facilitating any commercial advertisement or solicitation;
use the Services or any part thereof in any manner that could disable, overburden, damage, disrupt or impair the Services or any part thereof or interfere with any other party’s use of the Services or any part thereof, or use any device, software or routine that causes the same;
attempt to gain unauthorized access to, interfere with, overwhelm, burden, damage, disrupt, impair damage or disrupt or negatively impact the Services, accounts registered to other users, or the computer systems or networks connected to the Services or any part thereof;
use or attempt to use another person’s account or device without their permission;
circumvent, remove, alter, deactivate, degrade or thwart any technological measure or content protections of the Services or any part thereof;
use any robot, mods, hacks, spider, crawlers or other automatic device, process, software or queries that intercepts, “mines,” scrapes or otherwise accesses the Services or any part thereof to monitor, extract, copy or collect information or data from or through the Services, or engage in any manual process to do the same (in no event shall any robots.txt file or other such protocol be construed as granting written permission to engage in the conduct prohibited by this paragraph);
introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful;
use the Services for or post Content that is harmful, harassing, unethical, fraudulent, obscene, vulgar, abusive, profane, harmful, disruptive or otherwise objectionable or offensive purposes, violates other contractual or fiduciary rights, duties, or agreements;
share, upload, distribute, transmit, display, perform, reproduce, duplicate or publish deceptive, unfair or misleading statements, or unauthorized promotion (including, without limitation, chain letters or pyramid schemes, statements or material that constitutes junk mail, spam, or unauthorized advertising or promotional materials);
impersonate any other person or entity, whether actual or fictitious, including, without limitation, employees and representatives of any Art.me Parties, or misrepresent your affiliation with any entity, including, without limitation Art.me Parties;
violate any applicable Laws in connection with your use of the Services or third party platform terms;
use the Services in any way not expressly permitted by these Terms or Other Terms; or
Encourage or enable any other person or entity to do any of the foregoing.

V. CONTENT ON THE SERVICES

A. Our Content

The Services include Our Content, which belongs to Art.me Parties (as applicable). As between you and Art.me Parties, the applicable Art.me Party shall be and remain the sole owner of Our Content. We give you permission to use Our Content solely to use the Services, subject to these Terms and any Other Terms, but we (or other Licensed Parties, as applicable) retain all IP in Our Content. You agree not to do anything to violate, infringe upon, or misappropriate our IP/Our Content.

B. Your Content

You own the IP in Your Content. However, you grant Art.me and all other Licensed Parties, including our users / users of the Service, permission to use Your Content as set forth in the license below. Unless otherwise agreed by Art.me in writing, the scope of the license you grant to Your Content hereunder is:

worldwide, meaning it’s valid all over the world;
non-exclusive, meaning you can give the same license to others;
royalty-free, meaning there are no royalties owed to you for this license (and, for the sake of clarity, Art.me Parties may, but have no obligation to, provide or offer you compensation for, or opportunities for you to monetize, Your Content); and
irrevocable, meaning you can’t take it back.

Art.me and all other Licensed Parties may (but are not obligated to):

copy, use, transmit, broadcast, reproduce, publicly perform, and publicly display Your Content, including to save on the Service and its systems and show or make publicly available to other users;
modify and prepare derivative works based upon Your Content, including to edit them or make new versions of them;
otherwise use, distribute, commercialize, and exploit Your Content; and
sublicense, meaning grant any or all of these rights to other Art.me users / users of the Services or other third parties.

Art.me and all other Licensed Parties may exercise these rights for any lawful purpose including, without limitation, the purposes of:

operating and improving the Services, including to provide the Services to you and others, allow the Services to Artwork as intended, and create new features and functionalities; and
promoting and marketing Art.me and all other Licensed Parties, the Services, their businesses, Our Content and Your Content.

The license above continues for as long as Your Content is protected by IP Laws.

C. Other People’s Content

The Services may give you access to Content that belongs to others. You can use Content that belongs to others in and as permitted by the Services, these Terms and any Other Terms, but these Terms do not grant you the right to use it in any other way without the applicable rights’ holder’s permission.

D. Infringing Content

If you believe that any user-generated Content or other material made available through the Services violates your copyright, please submit a notification in accordance with the DMCA to Art.me’s designated copyright agent:

Art.me Copyright Agent

263 W 131st Street, Apt 4A

New York, NY 10027

support@artmetheapp.org

(267) 902-1025

Notices related to trademarks, right of publicity, or IP matters may be sent to the same recipient. If any of Your Content is taken down after we receive a DMCA notice, you can send a counter-notification as laid out in section 512(g) of the DMCA, and we may re-post Your Content in question.

We, in our discretion, when it’s appropriate, will disable or terminate the accounts of users who repeatedly infringe IP.

E. Reviews

We love when Your Content is feedback about experiences with us and/or our Services, as customer feedback helps us to improve our offerings and connect with our community. By submitting Your Content that contains a Review, you agree that:

The Review complies with these Terms
You are actually a user of the service being reviewed
The Review reflects your honest opinions, findings, beliefs, or actual experience using the Service(s)
You will disclose in the Review (in easy-to-understand language and in an unavoidable place) if you received anything mentioned in your Review for free or at a discount, or if you have any other connection to any Art.me Parties or any other Licensed Parties that might materially affect the weight or credibility of your Review.

We reserve the right not to post or delete any Review that:

We reasonably believe is fake or is:
- unlawful
- unrelated to the services offered by us or other Licensed Parties
- clearly false or misleading
- harassing or abusive, inappropriate with respect to race, gender, sexuality, ethnicity or another intrinsic characteristic
- defamatory, libelous, or slanderous
- violative of the Terms or applicable Laws
Contains:
- unlawful material
- personal information
- trade secrets, or privileged information
- confidential commercial or financial information
- personnel and medical files or similar information
- records or information compiled for law enforcement purposes

We try to check and publish Reviews after successful submission to us. If a Review is not published after you submitted it to us, it may have violated the Terms.

Please be aware that Reviews on the Services may be viewable by others. We cannot guarantee that you will have any recourse through our Services or Art.me generally to edit or delete any Review.

VI. ISSUES, CLAIMS, RISKS, AND DISPUTES

A. Warranty Disclaimer

We work continuously to improve the Services and meet your needs. However, for legal reasons, we offer the Services without warranties unless specifically stated in Other Terms. The law says we need to explain this with specific language in capital letters. Here is that explanation:

WE PROVIDE THE SERVICES AS IS AND AS AVAILABLE WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. FOR EXAMPLE, WE DO NOT MAKE ANY WARRANTIES ABOUT THE SERVICES (OR ANY CONTENT OR FEATURES THEREOF), INCLUDING THEIR ACCURACY, RELIABILITY, AVAILABILITY, OR ABILITY TO MEET YOUR NEEDS.

We try to show color accurately but make no guarantees. You understand and agree that Art.me uses commercially reasonable efforts to display the colors of Artwork accurately on the Services. However, because individual computer monitors may display colors differently, Art.me is not responsible for the color accuracy of any Artwork displayed on the Services, and disclaims all liability in this regard.

B. Assumptions of Risk

You understand that certain portions of the Services are made possible by third parties. You agree that Art.me Parties do not control any third parties, including any Sellers or Purchasers, and won’t be responsible for any losses or harm that they cause either directly or indirectly.

C. Limitation of Liability

TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL COMPANY PARTIES NOR ANY OTHER LICENSED PARTIES BE LIABLE (JOINTLY OR SEVERALLY) FOR: (1) ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE LOSSES, OR (2) DAMAGES ARISING FROM INTERRUPTIONS; DELETION OF FILES, EMAIL, OR DATA; SYSTEM ERROR, FAILURE OR MALFUNCTION; VIRUSES; DELAYS IN OPERATION OR TRANSMISSION; OR LOSS OF PROFITS, DATA, USE, BUSINESS OR GOOD-WILL; OR (3) YOUR MISUSE OF THE SERVICES OR ANY CONTENT AVAILABLE ON OR THROUGH THE SERVICES. THE LIMITATIONS SET FORTH IN THIS SECTION SHALL APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER THE ASSERTED LIABILITY OR DAMAGES ARE BASED ON CONTRACT, INDEMNIFICATION, TORT, STRICT LIABILITY, STATUTE OR ANY OTHER LEGAL OR EQUITABLE THEORY.

IF APPLICABLE LAW DOES NOT ALLOW ALL OR ANY PART OF THE ABOVE LIMITATION OF LIABILITY TO APPLY TO YOU, THE LIMITATIONS WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW.

D. What Happens if You Break Our Rules

Before we take any action described below, we may try to give you notice unless doing so would cause someone else harm, compromise the Services, or violate any Law. If you violate the Law, these Terms or any Other Terms and we do not take action right away, that doesn’t mean we give up any rights that we may have. We may take appropriate action in the future. If Your Content violate these terms, any Other Terms or Law, or the rights of another person, we may remove Your Content.

E. Termination

We have the right to terminate your account. We may terminate your account and your access to the Services if you violate these Terms, Other Terms, Law or Platform Terms, or the rights of another person, or for any other reason in our sole discretion. If this happens, any license granted to you in connection with the Services are terminated immediately, and you won’t be entitled to any refunds. We also reserve the right to terminate any other accounts you may create or have created.

F. Indemnification

If someone sues Art.me or any other Licensed Party, you may have to pay for their defense and legal fees. You agree to defend, indemnify and hold Art.me Parties and all other Licensed Parties and any of their respective officers, directors, shareholders, employees, or independent contractors harmless from and against any claims asserted against any of them arising out of or relating to your use or actual or alleged misuse of the Services, violation of these Terms or any Other Terms or the rights of any third party, Your Content, or your negligence or misconduct. This applies to all liabilities or expenses arising from claims, losses, damages, judgments, fines, litigation costs, and legal fees. You shall cooperate as fully as reasonably required in the defense of any such claim. Any Art.me Party reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you.

G. Resolving Disputes; Agreement To Arbitrate; Class Action and Jury Waiver

Last Updated: January 27, 2025

PLEASE READ THIS SECTION (THE “ARBITRATION AGREEMENT”) CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS. IT PROVIDES FOR RESOLUTION OF MOST DISPUTES THROUGH INDIVIDUAL ARBITRATION INSTEAD OF COURT TRIALS AND CLASS ACTIONS. THIS SECTION ALSO CONTAINS A JURY TRIAL WAIVER AND A WAIVER OF ANY AND ALL RIGHTS TO PROCEED IN CLASS, COLLECTIVE, PRIVATE ATTORNEY GENERAL, REPRESENTATIVE, OR CONSOLIDATED ACTION IN ARBITRATION OR LITIGATION TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. UNLESS YOU OPT OUT IN ACCORDANCE WITH THE OPT-OUT PROCEDURES DESCRIBED BELOW, YOU WILL BE BOUND BY THIS ARBITRATION AGREEMENT.

1. Mandatory Individual Arbitration

Any Dispute, if not resolved through the informal dispute resolution procedure set forth in Section 2 below, shall be exclusively resolved by individual, binding arbitration in accordance with this Arbitration Agreement. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any Disputes relating to the interpretation, applicability, enforceability, or formation of this Arbitration Agreement, including any Dispute that all or any part of this Arbitration Agreement is void or voidable. The arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether these Terms are unconscionable or illusory, in whole or in part, and any defense to arbitration, including waiver, delay, laches, or estoppel.

Notwithstanding the foregoing and the Class Action/Jury Trial Waiver below, you and Art.me Parties each retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other IP rights. Any legal action by Art.me Parties against a non-consumer or its interactions with governmental and regulatory authorities shall not be subject to arbitration. Either party may also elect to have Disputes heard in small claims court seeking only individualized relief, so long as the action is not removed or appealed to a court of general jurisdiction.

To the fullest extent permissible by applicable law, all Disputes against Art.me Parties, including but not limited to Disputes arising out of or relating in any way to the Services or the Terms, must be filed within one year after such Disputes or cause of action arose or it will be forever barred.

If any Dispute is determined not to be subject to arbitration or resolution in small claims court, the exclusive jurisdiction and venue for proceedings concerning such Dispute shall be the federal or state courts of competent jurisdiction in New York, and shall be interpreted, governed, and enforced in accordance with substantive and procedural law of the State of New York, without regard to choice or conflict of law principles.

If you or Art.me Parties files or causes to be filed in court (other than small claims court) a complaint alleging a Dispute that is subject to arbitration under this Arbitration Agreement, the defendant/respondent will notify the party or the party’s attorney (if an attorney has entered an appearance) of the existence of this Arbitration Agreement, and request that the complaint be withdrawn. If the party does not withdraw the action within 10 calendar days of service of that notice, and the defendant/respondent successfully moves to compel arbitration of the Dispute, the defendant/respondent shall be entitled to its costs and fees (including reasonable attorneys’ fees) incurred in seeking to enforce this Arbitration Agreement.

2. Class Action / Jury Trial Waiver

You and Art.me Parties agree that, to the fullest extent permitted by law, each party is waiving the right to a trial by jury or to participate as a plaintiff, claimant, or class member in any class, collective, private attorney general, representative, or consolidated proceeding (other than the permitted Mass Filing Procedures). This means that you and Art.me Parties may not bring a Dispute on behalf of a class or group and may not bring a Dispute on behalf of any other person unless doing so as a parent, guardian, or ward of a minor or in another similar capacity for an individual who cannot otherwise bring their own individual Dispute. This also means that you and Art.me Parties may not participate in any class, collective, private attorney general, representative, or consolidated proceeding (other than the permitted Mass Filing Procedures) brought by any third party.

Unless both you and Art.me Parties agree in writing, any arbitration will be conducted only on an individual basis and not in a class, collective, representative, or consolidated proceeding (other than the permitted Mass Filing Procedures). Notwithstanding the foregoing, you or Art.me Parties may participate in a class-wide settlement.

3. Opt-Out Procedures

To opt out of this Arbitration Agreement, you must send us a written notice (“Opt-Out Notice”) by email at support@artmetheapp.org no later than 30 days after you agree to this Arbitration Agreement. The Opt-Out Notice must contain your full legal name, your complete mailing and email address and phone number, a clear statement that you wish to opt out of this Arbitration Agreement, and your signature. If your Opt-Out Period has passed, you are not eligible to opt out of this Arbitration Agreement, and you will be bound to the terms and conditions of this Arbitration Agreement which shall supersede and replace in its entirety all previous versions of Art.me Parties’ arbitration agreements and class action provisions.

If you opt out of this Arbitration Agreement, all other provisions of the Terms will continue to apply to you. Additionally, if you opt out of this Arbitration Agreement, you may still be bound to previous versions of this Arbitration Agreement by reason of your separate agreement to those previous versions. In other words, opting out of this Arbitration Agreement shall have no effect on any previous arbitration agreements you entered into with Art.me Parties. If you timely provide Art.me Parties with a valid Opt-Out Notice, and you are not bound to any previous or other arbitration agreements with Art.me Parties, all Disputes between you and Art.me Parties shall be subject to the exclusive jurisdiction of, and you consent to venue in, the state and federal courts located in New York, and all Disputes shall be interpreted, governed, and enforced in accordance with substantive and procedural law of the State of New York, without regard to choice or conflict of law principles.

If Art.me Parties make any future changes to this Arbitration Agreement (other than a change to the Notice Address or other non-material changes), Art.me Parties will provide you with notice (to the extent we have your contact information). You may reject any such change by sending an email to Art.me Parties at support@artmetheapp.org within 30 days of the posting of the amended arbitration agreement that provides: (i) your full legal name, (ii) your complete mailing address, (iii) your phone number, (iv) the change(s) you are rejecting, (v) and, if applicable, the username or email address associated with any purchase from Art.me Parties. This is not an opt out of arbitration altogether. Your continued use of the Services after this 30-day period constitutes acknowledgment of, and agreement to, the changes to the Arbitration Agreement.

4. Rules and Governing Law

Mandatory Pre-Arbitration Notice and Informal Dispute Resolution Procedures: You and we agree that good-faith, informal efforts to resolve disputes often can result in a prompt, cost-effective and mutually beneficial outcome. Therefore, in the event of a Dispute, you and Art.me Parties each agree to send the other party a written Notice of Dispute. A Notice of Dispute from you to Art.me Parties must be emailed to the Notice Address. Any Notice of Dispute must include (i) the claimant’s full legal name, complete mailing address, and email address; (ii) a description of the nature and basis of the Dispute; (iii) any relevant facts regarding claimant’s use of the Services, including whether claimant receives any emails associated with the Services, whether claimant has made a purchase or sale through the Services, and if so, the date(s) of the purchase(s) or sale(s); and (iv) a personally signed statement from the claimant (and not their counsel) verifying the accuracy of the contents of the Notice. The Notice must be individualized, meaning it can concern only your dispute and no other person’s dispute. Art.me Parties will send any Notice of Dispute to you at the email address or mailing address it has for you, if any.

After receipt of a Notice of Dispute, the parties shall engage in a good faith effort to resolve the Dispute for a period of 60 days (which can be extended by agreement). You and we agree that, after receipt of the Notice of Dispute, the recipient may request an individualized telephone or video settlement conference (which can be held after the 60-day period) and both parties will attend (with counsel, if represented). You and we agree that the parties (and counsel, if represented) shall work cooperatively to schedule the conference at the earliest mutually-convenient time and to seek to reach a resolution.

Compliance with this Mandatory Pre-Arbitration Notice and Informal Dispute Resolution Procedures section is a condition precedent to initiating arbitration. Any applicable limitations period (including statute of limitations) and any filing fee deadlines shall be tolled while the parties engage in the informal dispute resolution procedures set forth in this subsection. All of the Mandatory Pre-Arbitration Notice and Informal Dispute Resolution Procedures are essential so that you and Art.me Parties have a meaningful opportunity to resolve disputes informally. If any aspect of these requirements has not been met, the parties agree that a court of competent jurisdiction may enjoin the filing or stay the prosecution of an arbitration. Nothing in this paragraph limits the right of a party to seek damages for non-compliance with these Procedures in arbitration.

If the parties cannot resolve the Dispute through the Informal Dispute Resolution Procedures above, you and Art.me Parties each agree that all Disputes shall be resolved exclusively through final and binding individual arbitration, rather than in court. The parties may agree to waive hearings and resolve Disputes through submission of documents. Any arbitration hearing will be conducted remotely by telephone or video conference to the extent possible, but if the arbitrator determines, or the parties agree, that a hearing should be conducted in person, the arbitration hearing will take place as close to your residence as practicable, or another agreed upon locale, and shall be before one arbitrator.

All Disputes shall be submitted to NAM, for arbitration before one arbitrator. The arbitration will be administered by NAM in accordance with the NAM Rules, except as modified by this Arbitration Agreement. A party who desires to initiate arbitration must provide the other party with a written demand for arbitration as specified in the NAM Rules. A form for initiating arbitration proceedings is available on NAM’s website at www.namadr.com/resources/rules-fees-forms/. You and we agree that the party initiating arbitration must submit a certification that they have complied with and completed the Mandatory Pre-Arbitration Notice and Informal Dispute Resolution Procedures requirements referenced above, and that they are a party to the Arbitration Agreement enclosed with or attached to the demand for arbitration. The demand for arbitration and certification must be personally signed by the party initiating arbitration (and their counsel, if represented). The parties agree that submission of the certification shall be required for the Dispute to be deemed properly filed. For additional information on how to commence an arbitration proceeding, you can contact NAM at customerservice@namadr.com.

If NAM notifies the parties in writing that it is not available to arbitrate any Dispute, or if NAM is otherwise unable to arbitrate any Dispute, that Dispute shall be submitted to ADR Services, Inc. (“ADR Services”) for final and binding individual arbitration before one arbitrator. The arbitration will be administered by ADR Services in accordance with the ADR Services rules and procedures then in effect (the “ADR Services Rules”), except as modified by this Arbitration Agreement.

Notwithstanding any choice of law or other provision in these Terms, the parties agree and acknowledge that this Arbitration Agreement evidences a transaction involving interstate commerce and that the FAA, will govern its interpretation and enforcement and any proceedings under it. It is the intent of the parties that the FAA and the NAM Rules or ADR Services Rules (as applicable) shall preempt all state laws to the fullest extent permitted by law. If the FAA and the NAM Rules or ADR Services Rules (as applicable) are found to not apply to any issue that arises under this Arbitration Agreement, then that issue shall be interpreted, governed, and enforced in accordance with substantive and procedural law of the State of New York, without regard to choice or conflict of law principles, provided, however, that if you are a resident of California and the Dispute arises in California, then any arbitration proceedings hereunder shall be conducted in California, and the arbitration shall be governed by the laws of California, without regard to its conflict of law principles.

At the conclusion of the arbitration proceeding, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. An arbitrator’s award that has been fully satisfied shall not be entered in any court.

As in court, you and Art.me Parties agree that any counsel representing a party in arbitration certifies when initiating and proceeding in arbitration that they are complying with the requirements of Federal Rule of Civil Procedure 11(b) and any applicable state laws of similar import, including certification that the Dispute or relief sought is neither frivolous nor brought for an improper purpose. The arbitrator is authorized to impose any sanctions under the NAM Rules or ADR Services Rules (as applicable), Federal Rule of Civil Procedure 11, or applicable federal or state law, against all appropriate represented parties and counsel.

Except as expressly provided in the Arbitration Agreement, the arbitrator may grant any remedy, relief, or outcome that the parties could have received in court, including awards of attorneys’ fees and costs, in accordance with applicable law.

Mass Filing Procedures: If NAM determines that 25 or more substantially similar arbitration demands presented by or with the assistance, coordination, or cooperation of the same law firm, group of law firms, cooperating law firms, or organization are allowed to be submitted for arbitration, NAM’s mass filing fee structure shall apply and the parties agree that the arbitrations will proceed in accordance with the batching process as follows: (i) NAM shall administer the arbitration demands in batches of at least 25 Demands for Arbitration, with the discretion to create additional batches if NAM finds that they are necessary to facilitate the efficient resolution of demands; (ii) NAM shall provide for the concurrent resolution of each batch as a single consolidated arbitration with one procedural calendar and one hearing (if any) and one final award; and (iii) following such determination of a mass filing, NAM shall apply a single initial filing fee and administrative fee per batch for each side with respect to the fees set forth in its then-current fee schedule applicable to mass filings. All parties agree that arbitrations are of a “substantially similar nature” for purposes of these Mass Filing Procedures if they arise out of or relate to the same event or factual scenario and raise the same or similar legal issues and seek the same or similar relief.

If there are 20 or more substantially similar Disputes that are allowed to be submitted for arbitration but cannot be arbitrated by NAM, and are presented to ADR Services by or with the assistance, coordination, or cooperation of the same law firm, group of law firms, cooperating law firms, or organization, ADR Services shall administer those Disputes concurrently in accordance with the ADR Services Rules, except as modified by this Arbitration Agreement, and in accordance with the Mass Filing Procedures set forth above (except that batches may be of at least 20 Demands for Arbitration). ADR Services shall apply a single initial filing fee and administrative fee per batch for each side with respect to the fees set forth in ADR Services’ then-current Mass Consumer Non-Employment Arbitration Fee Schedule.

Art.me Parties reserve all rights and defenses as to each and any Dispute, Demand for Arbitration, and claimant. These Mass Filing Procedures shall in no way be interpreted as authorizing class arbitrations of any kind.

Arbitrator’s Fees: You and we agree that arbitration should be cost-effective for all parties and that any party may engage with NAM, ADR Services (as applicable), and/or the arbitrator to address the apportionment of the arbitrator’s fees.

Confidentiality: The parties agree that the arbitrator is authorized to issue an order requiring that confidential information of either party disclosed during the arbitration (whether in documents or orally) may not be used or disclosed except in connection with the arbitration or a proceeding to enforce the arbitration award and that any permitted court filing of confidential information must be done under seal to the furthest extent permitted by law.

Requirement of Individualized Relief: The parties agree that, to the fullest extent permitted by law, the arbitrator is authorized, upon either party’s request, to award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual Dispute.

5. Severability & Survival

If any provision of this Arbitration Agreement, or a portion thereof, is found to be void, invalid, or otherwise unenforceable, then that portion shall be deemed to be severable and, if possible, superseded by a valid, enforceable provision, or portion thereof, that matches the intent of the original provision, or portion thereof, as closely as possible. The remainder of this Arbitration Agreement shall continue to be enforceable and valid according to the terms contained herein. Notwithstanding the foregoing, if any court or arbitrator determines that the Class Action/Jury Trial Waiver set forth in this Arbitration Agreement is void or unenforceable for any reason, or that your Dispute can proceed on a class, collective, representative, or consolidated basis (other than the Mass Filing Procedures), then, after the exhaustion of all appeals of that determination, you and Art.me Parties shall be deemed not to have agreed to arbitrate Disputes, and your Dispute must be litigated in a federal or state court of competent jurisdiction in New York, and shall be interpreted, governed, and enforced in accordance with substantive and procedural law of the State and governed by New York law, without regard to choice or conflict of law principles. In addition, if the Mass Filing Procedures apply to your Dispute, and any court or arbitrator determines that the Mass Filing Procedures are void or unenforceable for any reason, then, after the exhaustion of all appeals of that determination, you and Art.me Parties shall be deemed not to have agreed to arbitrate that Dispute, and it must be litigated in a federal or state court of competent jurisdiction in New York, and shall be interpreted, governed, and enforced in accordance with substantive and procedural law of the State and governed by New York law, without regard to choice or conflict of law principles.

This Arbitration Agreement shall survive termination of these Terms. Except as provided in subsection and G(3) above, the terms and conditions of this Arbitration Agreement shall supersede and replace any and all previous arbitration and class action/jury waiver agreements you may have entered into with Art.me Parties.

VII. NOTICE FOR CALIFORNIA USERS

Under California Civil Code Section 1789.3, California users of the online services are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 400 R Street, Suite 1080, Sacramento, California 95814, or by telephone at (916) 445-1254 or (800) 952-5210.

VIII. NOTICE TO NEW JERSEY USERS

The sections on indemnification and limitation of liability do not apply to New Jersey residents to the extent that New Jersey’s Truth-in-Consumer Contract, Warranty, and Notice Act (N.J.S.A.§§ 56:12-14 to 56:12-18) prohibits such application.

IX. MISCELLANEOUS

You may not assign or transfer any of your rights or obligations under these Terms, in whole or in part, by operation of law or otherwise, without our prior written permission. We may assign or transfer any of our rights or obligations hereunder without your permission and without notice to you.

If any clause within these Terms is found to be invalid, unenforceable, void, voidable, or illegal, that clause will be severed and the remainder of the Terms will be given full force and effect.

These Terms, together with Other Terms, represent the entire agreement between you and us and supersede any prior agreements or understandings, whether written or oral, between you and us.

All provisions of these Terms that would reasonably be expected to survive the termination of these Terms, including, without limitation, those related to IP, limitation of liability, and indemnification, will do so.

Our failure 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 our authorized representative. 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.

We will be excused from performance under these Terms, to the extent we are prevented or delayed from performing, in whole or in part, as a result of an event or series of events caused by or resulting from (1) weather conditions or other elements of nature or acts of God, (2) acts of war, acts of terrorism, insurrection, riots, civil disorders or rebellion, (3) quarantines, pandemics, epidemics, or embargoes, (4) labor strikes, or (5) other causes beyond our reasonable control.

This Agreement is between you and us. There are no third-party beneficiaries except as otherwise expressly provided herein.

If you have questions about these Terms, please email us at support@artmetheapp.org.