Art in America Subscription Agreement and Terms of Sale
The Subscription Agreement and Terms of Sale (hereafter, the “Agreement”) governs your use of Art in America products and services more fully described below (“Products”), and creates a legally binding agreement between you and Art Media AIA LLC (“we,” “us,” “our,” “Art in America,” “The Art in America Guide,” or “The Guide”). By checking the box marked “I accept Art in America Terms and Conditions” at the bottom of the registration page, you accept and agree to be bound by this Agreement.
Any changes to this Agreement will be effective upon posting of the revisions to our website. If we change this Agreement, we shall post a revised version of this Agreement here, which shall automatically replace the terms of this Agreement. You are responsible for reviewing our website and any applicable changes. Changes to this Agreement may be posted on our website without notice to you. Your continued use of our products and services following our posting of a revised Agreement will constitute your acceptance of the revised Agreement. If you do not agree with the terms of this Agreement, or any revised version of this Agreement, do not continue to use Art in America products.
1 DEFINITION OF PRODUCTS AND SERVICES
Art in America offers a variety of products and services. Below is a definition of all products and services available on the Art in America Guide Site, and which are included in the term “Products.” Pricing and other details about a Product are set forth on the product page for the applicable Product on our website; and such pricing and other details are expressly incorporated by reference into the terms of this Agreement.
2 THE ART IN AMERICA GUIDE
The Art in America Guide to Galleries, Museums, Artists (“The Guide,” “The Art in America Guide”) is a comprehensive directory of galleries, dealers, museums, consultants and nonprofit exhibition spaces, spanning both the United States and the international art world. The product exists online and as an annual print directory, distributed as the Art in America magazine August issue.
There are four different subscription levels available and you may purchase each of these four, in one of three time increments. The subscription packages are to be purchased by “The Lister” in order to either take over (“Claim your Listing”) or create a new listing.
2.1 CLAIMING YOUR LISTING
The Art in America online Guide launched in April 2017. Prior to this date, all listing have only existed in print. In order to easily onboard our existing Listers, the Art in America Guide have asked you to Claim your Listing. The information that the Lister included in their 2016 Listing has been pre-populated onto The Guide site in order to maintain consistency. To get access to your listing, read more on our Getting Started page.
2.2 APPLYING FOR A NEW LISTING
If you have not listed your business or organization in the Guide prior to April 2017, you are invited to Apply for a New Listing. The Art in America Guide reviews all applications for validity and reserves the rights to reject applications it does not see fitting of The Guide. If Art in America does reject your application for a new listing, we will refund your initial payment within 60 business days.
3 PRICES AND TERMS
There are four different payment levels available and you may purchase each of these four, in one of three time increments.
1. A commercial business listing in a Tier 1 City (view our list of Tier 1 cities here) in a time increment of:
1a. A monthly subscription, to be billed every 30-days.
1b. A bi-annual subscription, to be be billed every 6 months.
1c. An annual subscription, to be billed every 365-days.
2. A commercial business listing in a Tier 2 City (view our list of Tier 1 cities here) in a time increment of:
1a. A monthly subscription, to be billed every 30-days.
1b. A bi-annual subscription, to be be billed every 6 months.
1c. An annual subscription, to be billed every 365-days.
3. A nonprofit organization listing in a Tier 1 City (view our list of Tier 1 cities here) in a time increment of:
1a. A monthly subscription, to be billed every 30-days.
1b. A bi-annual subscription, to be be billed every 6 months.
1c. An annual subscription, to be billed every 365-days.
3. A nonprofit organization listing in a Tier 2 City (view our list of Tier 1 cities here) in a time increment of:
1a. A monthly subscription, to be billed every 30-days.
1b. A bi-annual subscription, to be be billed every 6 months.
1c. An annual subscription, to be billed every 365-days.
All Product prices are listed on each product page describing the subscriptions and in the registration page and cart. You agree to pay the price for the Product indicated in the pricing schedule set forth on these pages. At the time of account creation or purchase, you need to provide accurate information regarding your account, including a valid credit card or must be in agreement with the Art in America customer service team regarding check payment, and you must certify that you are over 18 years of age and legally able to enter into a valid and binding agreement with Art in America. Your purchases of any Art in America product will be billed in the currency of the country listed in your credit card billing address.
3.1 ANNUAL RECURRING SUBSCRIPTIONS
If you have purchased an annual subscription online, your credit card indicated in the registration process (or on your My Account page if the subscription is an addition to a previously purchased product) will be fully charged upon sign up. You agree that you will pay the full price for the six months period upfront. All bi-annual subscriptions renew automatically until canceled by the user. If the renewal charge fails, as a courtesy, we will keep the subscription active for 30 days and attempt to obtain new billing information. During that 30-day period, we will attempt to charge the card on file daily until the information is updated or the subscription is canceled by the user via phone or email.
3.2 BI-ANNUAL RECURRING SUBSCRIPTIONS
If you have purchased a bi-annual subscription online, your credit card indicated in the registration process (or on your My Account page if the subscription is an addition to a previously purchased product) will be fully charged upon sign up. You agree that you will pay the full price for the whole year upfront. All annual subscriptions renew automatically until canceled by the user. If the renewal charge fails, as a courtesy, we will keep the subscription active for 30 days and attempt to obtain new billing information. During that 30-day period, we will attempt to charge the card on file daily until the information is updated or the subscription is canceled by the user via phone or email.
3.3 MONTHLY RECURRING SUBSCRIPTIONS
If you have purchased a subscription with a monthly recurring payment, your credit card indicated in the registration process (or on your My Account page if the subscription is an addition to a previously purchased product) will be initially charged upon sign-up. All monthly subscriptions renew automatically until canceled by the user. You are responsible for keeping your credit card information correct and up to date. We are not responsible for bank fees or penalties. If your credit card declines on any renewal date, we reserve the right to automatically terminate your subscription. This Agreement will constitute your copy of your recurring payment authorization to Art in America. Please print and retain a copy of this Agreement for your records.
3.4 ONE-TIME PAYMENTS
If you have purchased a Product with a one-time payment, such as the print copy of the Art in America Guide you agree to pay the indicated price at the time of purchase. Your credit card indicated in the registration process (or on your My Account page if the subscription is an addition to a previously purchased product) will automatically be charged for these Products.
3.5 TAXES
You are responsible for paying all applicable sales, use, transfer, value-added, or other taxes and all duties, whether international, national, state, or local, however designated, which result from the purchase of our Products. When Art in America is required to collect such taxes from you, Art in America may charge applicable taxes at the time of sale. You agree to pay all charges, including applicable taxes, in accordance with the billing terms in effect at the time the price or charge becomes payable. If an error has been made in the amount of taxes collected by Art in America with respect to your purchase, we reserve the right to process an additional charge in order to meet our obligations to collect such taxes in the correct amount as required by applicable law.
3.6 MODIFICATION OF PRICING AND BILLING TERMS
We reserve the right at any time to institute new prices, and to change the amount of or the basis for determining any prices or charges with respect to the Products, or charge taxes applicable to the sale of our Products. You agree to pay all charges, including applicable taxes, in accordance with the billing terms in effect at the time the price or charge becomes payable.
We reserve the right to modify the prices and charges at any time. For monthly and annual subscriptions, which are automatically renewed, such changes will become effective with your next billing cycle, following our written notification to you of such changes, unless you cancel your subscription within the allotted time frame. For non-renewable subscriptions, such changes will only apply to new subscription terms.
3.7 NO REFUNDS
Except if otherwise expressly stated, Art in America will not refund any subscriptions that have been purchased. When you request a service from us, you agree that we may begin to provide the service immediately, and that you will not be entitled to a cancelation period, except if applicable law requires a cooling-off period despite your waiver and even when a service starts right away. You can, however, cancel your subscription as described in the “Termination” section of this Agreement.
3.8 DISPUTE OF CREDIT CARD CHARGES
If you have a disagreement regarding a credit card charge, you may contact the Art in America Guide customer support team in writing within 90 days of the date of the initial credit card charge. You agree that Art in America is not liable for any charges or errors not reported within such 90-day time frame; and you expressly waive any right to dispute a charge to your credit card if you have not contacted Art in Americacustomer support in writing with respect to any disputed charge within such period.
3.9 PAYING BY CHECK
Check payment is due by the monthly date of your original sign up (for example if you are on a monthly subscription plan and signed up originally on the 15th of the month, your check payment is due each month by the 15th). The Art in America team will send an invoice by email, three weeks prior to your payment due-date in order to notify you that your payment is due. When your check has been received, we will email you confirmation that your check has been received.
If payment is not received within 15 days of your payment due-date, your account will be considered in default and your ability to edit your listing page(s) will be frozen until payment is received and processed. Art in Americareserves the right to change or remove your listing’s information and media until your account is re-enabled.
4 TERMINATION
You may terminate your Art in America Guides subscription by submitting a written notice to the Art in America Guide customer service team. The effective date of such termination will be the end of the current billing period indicated on the My Account page. After your written notice has been approved and confirmed by our team, you will receive and e-mail to confirm your cancellation. This process will take 1-2 business days. Art in America reserves the right to change or remove your listing’s information and media if your subscription has been cancelled. In the event of the termination of your subscription for any Product, you shall be responsible for payment of all charges through the rest of the subscription term for this Product. You shall not be entitled to any refund as a result of the termination of your subscription to any Product under this Agreement.
In the event you initiate a reactivation of any subscription for any auto-renewing Product under this Agreement after a request for termination, the termination shall be null effective as of the date of such reactivation, and this Agreement will continue to be in effect. The information that was on your listing prior to it’s Termination may or may not still be in the system at the time of subscription re-activation. We may terminate your right to use and/or access any Product (including, but not limited to, any subscription which you may have for any Product) at any time in our sole discretion, with or without prior notice. We may also suspend your use of the Products by disabling your username and/or password for any reason, including, but not limited to, cases in which we believe you have violated the terms of this Agreement or you are using the information provided through the Products in a manner inconsistent with the spirit of this Agreement. If we terminate your right to use and/or access any Product (including but not limited to any subscription which you may have for any Product), without cause, we agree to refund to you the pro-rata portion of any payments made by you to us for such terminated Products. Any determination of the amount to be returned to you in the event of any such termination shall be made by Art in America in its reasonable discretion, and shall be conclusive and binding. In the event of any termination by us, you will remain responsible for payment for any additional searches over the prescribed search limit for your subscription, and for other overages as a result of your usage of any Product prior to termination.
5 USE OF PRODUCTS AND SERVICES
In consideration of the payments made by you, and subject to you, observing the obligations under this Agreement, we grant you access to the Products purchased via our website under the following conditions:
1. Unless otherwise agreed upon by us, each Product is limited solely to you, is not transferable, and does not extend to any other person, employer, subsidiary, parent organizations, or any other related or affiliated organizations. You may not assign, sub-license, transfer, change, or otherwise dispose of your rights under this Agreement without the prior written consent of Art in America.
2. You may not duplicate or distribute listings on the Art in America Guide site, without the prior written consent of Art in America.
3. It shall be the gallery member’s sole and exclusive responsibility to secure any necessary permission and/or authorizations to reproduce, display, or distribute the Materials as herein licensed where such rights are held by third parties. The member represents and warrants that it has the right to publish the materials supplied to Art in America and to grant Art in America the rights licensed herein, and that such materials do not infringe on any third party’s rights and are not otherwise unlawful. The member grants Art in America an irrevocable, non-exclusive, worldwide, royalty-free, perpetual license and right to publish, reproduce, distribute, or otherwise use any and all materials, text, information, images, photographs, or other content listed, posted, displayed, or otherwise submitted by the member to Art in America (collectively, the “materials”) for all purposes, in any format or media now known or hereinafter invented.
4. We shall grant a username and password or IP restriction to you. You are responsible not to disclose the username, password, or IP address to any other person, and to monitor your account for any usage that is not your own. In the event that you cannot recall your username or password, or you become aware that another person is using your username, password, or IP restriction, you must immediately contact the Art in America customer support team. You agree to cooperate with us to stop further abuse should it occur.
5. We reserve the right to issue replacement usernames and/or passwords at any time.
6. You do not own any information you have purchased or printed from our Product pages or website. You shall use your best efforts to safeguard the intellectual property, confidential information, and proprietary rights of Art in America.
7. You are responsible for the provision of and payment for the computer equipment and telecommunication services necessary to access the purchased Products. We shall not issue credits or refunds against charges incurred by you in relation to such telecommunication services or those incurred contacting our customer support team. You accept that we have no control over such telecommunication services and that we shall have no liability to you for the acts or omissions of telecommunication service providers, or for faults in or failures of their apparatus.
8. Usage Restrictions
You agree that you will not:
(a) Sell, distribute, license, rent, or otherwise exploit any Product provided, or any element of it, for any commercial purpose
(b) Make any Product, or any element of it, available to other persons
(c) Make any Product, or any element of it, available on, or by, electronic bulletin boards, news groups, websites, blogs, FTP, or any other means of posting or transmitting material on the Internet, an online service, local, or wide area network
(d) Remove or obscure any copyright notice(s) from materials including hard-copy print-outs
(e) Use any Product, or any element of it, to create any derivative work, product or service, or merge any Product with any other product, database, or service
(f) Alter, amend, modify, translate, or change any Product, or any element of it
(g) Undertake any activity which may have a damaging effect on our or any of our third-party licensors’ ability to achieve revenue through selling and marketing the Products
(h) Otherwise use any Product, or any element of it, supplied in accordance with this Agreement in a manner that would infringe the copyright or other proprietary rights contained within it
(i) Permit any third party to obtain remote access to any Product, or any element of it, through your computer network
(j) Download or permit any third party to download any digital information to any storage media, including, but not limited to, system servers, USB sticks, hard disks, diskettes, CD-ROMs, and back-up tapes
(k) Disclose the username or password assigned by us to any person, firm, or company
6 DISCLAIMER OF WARRANTY
Art in America, its affiliates, and any third-party providers, as well as their officers, directors, employees, and agents, do not guaranty and make no representations or warranties with respect to the accuracy, completeness, timeliness, or availability of the Products or any information contained within the Products. The products are provided “as is.” Neither we nor anyone else makes any warranties of any kind, either expressed or implied, including, but not limited to, warranties of merchantability, quality, accuracy, or fitness for a particular purpose. To the fullest extent permitted by applicable law, all implied warranties, conditions, and other terms of any kind are hereby excluded. No oral or written information or advice given by any representative of us, or by anyone else, shall create any warranties.
7 LIMITATION OF LIABILITY
We shall not be liable to you for any loss or damage whatsoever resulting from omissions or inaccuracies in the Products regardless of how it was caused, including, but not limited to, the omission of any transactions from our databases, reports, and indices. We do not warrant that access to the Products will be free from errors or faults. In the event of a fault, you shall notify the Art in America customer support team by telephone, email, or letter, and we shall use reasonable efforts to correct those faults or errors reported by you.
We shall not be liable for any claim or loss arising from:
(a) Any failure or malfunction resulting wholly, or to any extent, from your negligence, operator error, or any other misuse or abuse of any Product
(b) Any failure by you to take steps recommended by us to resolve a fault in any Product
(c) Any modification of any Product, its merger with any other program, or any maintenance, repair, adjustment, alteration, or enhancement of any Product by any person other than us
(d) Your inability to use any Product due to website downtime
To the fullest extent permitted by applicable law, Art in America does not accept liability for any loss or damage of any kind incurred as a result of your use of the Products, or relying on any information contained in the Products, including, but not limited to, the making of any purchase, sale, or other investment decision, or the giving of any advice in reliance on, or on the basis of, any Products or conclusions drawn from such Products.
To the fullest extent permitted by applicable law, our liability in respect to any and all claims and/or actions (whether in contract, in tort (including negligence) or otherwise) arising out of or in connection with this agreement, or any product supplied hereunder, is limited to the amount of charges actually paid by you under this Agreement. No action, regardless of form, arising out of this Agreement, or any Product supplied hereunder, may be brought by you more than one year after you know of the occurrence which gives rise to the cause of such action.
Notwithstanding anything else contained in this agreement, and except where prohibited by applicable law, in no event shall we be liable to you or anyone else for loss of profits, business, revenue, goodwill, anticipated savings, or any indirect, incidental, special, punitive, consequential, or similar loss or damage of any kind or nature, even if we have been advised of the possibility of such losses or damages in advance.
8 FORCE MAJEURE
Our failure to perform any term or condition of this Agreement as a result of conditions beyond our control including, but not limited to, wars, strikes, floods, governmental restrictions, power failures, and damages or destruction of any network facilities or services, shall not be deemed a breach of this Agreement.