General Terms and Conditions
LAST UPDATED: July 29, 2016
Welcome to www.artrunners.com. Please read these terms and conditions carefully before using this website, and check them periodically for changes.
1.1. This terms and conditions shall govern your use of our website.
1.2. ANY USE OF THIS WEBSITE (the “SITE”), OR THE SERVICES AVAILABLE FROM TIME TO TIME ON OR IN CONNECTION WITH THE SITE (the “SERVICE”), IS SUBJECT TO AND CONDITIONED UPON ASSENT TO AND IN COMPLIANCE WITH, ALL OF THE TERMS AND CONDITIONS BELOW (the “AGREEMENT”).
1.3. BY USING THE SITE OR THE SERVICE YOU SIGNIFY YOUR CONSENT TO BE BOUND BY THE AGREEMENT AND THAT YOU ARE OF LEGAL AGE AND CAPACITY TO FORM A BINDING CONTRACT. THE AGREEMENT IS BETWEEN US, ARTRUNNERS LTD. (“ARTRUNNERS”, “US” or “WE“), AND YOU (THE “CLIENT”), AN INDIVIDUAL OR AN INDIVIDUAL ACTING ON BEHALF OF A LEGAL ENTITY THAT WILL BE USING THE SITE OR THE SERVICE.
INFORMATION ABOUT US:
www.artrunners.com is a site operated by ArtRunners Ltd, a company registered in England and Wales under company number 10103782 whose registered office is at 20-22 Wenlock Road London N1 7GU United Kingdom.
We are a privately owned limited company.
ArtRunners reserves the right to change the terms of this Agreement or the Service according to possible changes in relevant laws and regulatory requirements, upon having posted a notice on the Site. Please look at the top of this page to see when this Agreement was last modified and which terms have been changed. The changes will of immediate effect for Services requested following the change. The Client’s agrees to the changes by continuing to use the Site or the Service. If the Client does not accept and agree to the new or different terms, the Client should cease to use the Site or Service.
You should print a copy of this Agreement or save it on your computer for future reference.
This Agreement between us is only in English.
2. The Service.
Access and use of the Site, Service and any content made available on the Site or through the Service or that you otherwise obtain in connection with the Site or the Service is permitted only for your own use as intended pursuant to the Site, and only as long as you are in compliance with this Agreement. If you are an individual, you should be aware that we only supply the Services for domestic and private use. You agree not to use the Services for any commercial, business or resale purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
ArtRunners is an online marketplace platform for art logistics services that allows you (i.e. galleries, museums, auction houses, dealers, collectors, artists etc.) to post requests to receive multiple and comparable quotes that are tailored to your needs. The platform facilitates the shopping of art logistics services such as packing and shipping.
ArtRunners is a neutral venue. We are not a service provider, freight forwarder or broker. Our site acts as a venue where you and different third party service providers (e.g. shipper, freight forwarder, insurance company etc.) (collectively the “Service Providers“) can enter into agreements for the provision of services by these Service Providers, and You acknowledge that those services will be subject to the terms and conditions of Your separate agreements with these Service Providers. WE ARE NOT A PARTY TO ANY TRANSACTION BETWEEN YOU AND ANY SERVICE PROVIDER, NOR ANY OTHER THIRD PARTY, AND ARE NOT ACTING AS YOUR OR ANY OTHER PARTY’S AGENT. WE CANNOT GUARANTEE THE SERVICE PROVIDER’S ABILITY TO COMPLETE ANY TRANSACTION, OR PERFORM TO ANY STANDARD. Further, we have no control over the proposals provided by the Service Providers or the transactions that take place as a result of the Service (including among others their compatibility to your needs, quality, safety or legal compliance).
Use of the services provided by the Service Providers is subject to other agreements and policies of the individual Service Provider. If conflicts exist between them and this Agreement, this Agreement shall supersede all other agreements unless otherwise stated in said agreements.
We may for any or no reason, in our sole discretion and without notice or liability to you or any third party, refuse Service or terminate the Service at any time, and may immediately suspend or terminate your account (if any) and block any and all current or future access to and use of the Site and the Service (or any part thereof), without derogating from any other right or remedy that we may have by law, equity or otherwise. Grounds for such termination may include, but are not limited to, our assessment that you have failed to comply with this Agreement or infringed any third party rights or any applicable laws or regulations.
You may stop using the ArtRunners Service or terminate your account with us at any time and for any or no reason by providing written notice to us. In the event of termination, your account will be disabled and you may not be granted access to your account or any files or other content included in your account (although residual copies of information may remain in our system). You acknowledge that we may, in our sole discretion and at any time(s), change or cease to provide any part of the Service, including imposing a fee for the use of certain services, however any such changes will not affect existing Services or Submissions which you have requested. In the event of any such change, we will send you an email informing you of the changes to the Services and we will post a notice on the Site. In addition, we may, from time to time, perform maintenance upon the Site or Service resulting in interrupted service, delays or errors in the Site or Service. We will attempt to provide prior notice of scheduled maintenance but cannot guarantee that such notice will be provided.
Access to certain parts of the Service is available only to registered users. As part of the registration process you will be requested to provide certain personal information, including among others, name, address, email address and telephone number (collectively, the “Personal Data”).
You agree to:
• Provide true, accurate, up-to-date and complete Personal Data as requested by the Site’s processes.
• Maintain and promptly update the Personal Data to keep it accurate, up-to-date and complete.
• Maintain the security and confidentiality of any usernames and passwords, and any other security or access information used by you to access the Site or Service.
• Refrain from impersonating any person or entity or misrepresent your identity or affiliation with any person or entity, including using another person’s Personal Data.
• Immediately notify us in writing if you become aware of any loss, theft or misuse by any other person or entity of any of your Personal Data in connection with the Site or the Service or any other breach of security that you become aware of involving or relating to the Site.
When you ask to receive a quote or use the Service, we may provide your contact information, including Personal Data to relevant third parties.
We assume that any communications and other activities in relation to the use of your Personal Data were sent or authorized by you, and you are fully responsible for all activities that occur under your Personal Data. We will not be liable for your losses caused by any unauthorized use of your Personal Data.
You declare, by providing your Personal Data to us, your consent to us sending and you receiving, by means of telephone, text message or e-mail communication, commercial information in relation to the Site, the Service or other related services. We do not have to obtain your prior additional consent in order to send you such communications, but we shall cease to send the above communications if you notify us in writing that you do not wish to receive them.
4. General User Conduct.
In connection with use of the Service or the Site and in addition to other agreements and policies included on the Site, you agree (i) to abide by all applicable local, state, federal, national and international laws and regulations; (ii) to review and understand any agreement with the Service Providers well in advance of any transaction with such Service Provider, and comply with the terms of the agreements unless the transaction is prohibited by law; (iii) to obtain any licenses and certifications applicable to you or your actual or proposed activities; and (iv) not, nor allow or facilitate a third party, to violate or infringe any rights (including without limitation copyrights, rights of publicity or privacy and trademarks) of others or our policies or the operational or security mechanisms of the Service.
Without limiting the foregoing, you may:
• Not use the Site or the Service, to promote, conduct, or contribute to fraudulent, inappropriate or illegal activities.
• Not accumulate or otherwise collect non-public information about a Service Provider.
• Not alter, modify, delete, forge, frame, copy, publicly display, publicly perform, rent, sell, hyper-link, create derivative works or otherwise interfere with or in any manner disrupt, circumvent, or compromise, any part of the Site or the Service (including without limitation trademarks, service marks and logos contained in the Site (“Marks“)).
• Not access or attempt to access any of our systems, programs or data that are not made available for public use, or attempt to bypass any registration processes on the Site or any of the Site’s security and traffic management devices, software or routines.
• Not decompile, disassemble, trace back or otherwise attempt to decode any source code or underlying ideas or algorithms of the Site or the Service except if and to the extent permitted by applicable law.
• Not use any robot, spider, other automated device or any tool-bar, web-bar, other web-client, device, software, routine or manual process, to access the Site, monitor or scrap information from the Site or the Service, or bypass any of our robot exclusion request (either on headers or anywhere else on the Site).
• Not use any meta tags or any other “hidden text” utilizing any trademarks or intellectual property owned or licensed by us.
• Not create or provide any other means through which the Site may be accessed, for example, through server emulators, whether for profit or not.
You warrant and represent that you have the legal right and authority to provide any of the content (photos, pictures, artwork or like) uploaded to the Site or Service by you, and that such content does not infringe any third party intellectual rights. You agree that such content is intended for public display on the Site and Service and will be used by us to provide the Service (including conveying the content to Service Providers in order to allow them to provide a quote).
We will not be liable or responsible for any failure to perform, or the delay in performance of, any of our obligations under the Agreement that is caused by an event outside our control, including but not limited to non-compliance of other users of the Services.
5. Your Quote Requests.
The use of the Service will allow you to request quotes from several Service Providers (your “Submissions“). Once a Submission is received by us, the Service will work to find relevant quotes to your Submission.
If you are a consumer, you may only use the Service if you are eighteen (18) years of age and you acknowledge that all of your service quote requests are and will be true, complete and accurate and in compliance with all of the terms of this Agreement and any applicable laws and regulations.
If you are an entity or organization, you warrant that you are an authorized representative of said entity/organization and have the legal right and authority to provide the Submission and to agree to any business on its behalf, as well as to use our Service, pursuant to the terms of this Agreement; and (iv) you have all necessary right, power and authority to enter into and perform under this Agreement.
Certain information about you, including among others your Personal Data, are subject to our Privacy & Cookies Policy). When first accessing the Site, you signify your consent to the collection and use of information as described in our Privacy and Cookies Policy. Please check the said Policy from time to time in order to be aware of any changes.
7. Our Service Providers Suppliers’ Proprietary Rights.
Our Service and Site are protected by copyrights, trademarks, service marks, patents or other proprietary rights, both with respect to individual content and as a collective work or compilation, pursuant to laws and international conventions. Any rights to the content, the Site and the Service not expressly granted herein are reserved.
We make no claim of ownership as to the trademarks of any vendor listed on this Site.
8. Links to Other Websites.
9. Disclaimers of all Warranties.
THE SITE AND THE SERVICE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULL EXTENT PERMITTED BY APPLCIABLE LAW, WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. THE OFFER OF ANY SERVICE PROVIDER ON THE SERVICE DOES NOT IMPLY ENDORSEMENT BY US OF THE SAME.
WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY WHATSOEVER IN RESPECT TO (I) THIS SITE OR THE SERVICE MEETING YOUR REQUIREMENTS, OR BEING UNINTERRUPTED, CONTINUOUS, TIMELY, SECURE, OR ERROR OR VIRUS FREE; (II) WHETHER YOUR USE OF THIS SITE, THE SERVICE OR THE CONTENT WILL GENERATE ANY RESULTS OR CONSEQUENCES, NOR IN TERMS OF THE CORRECTNESS, COMPLETENESS, AVAILABILITY, ACCURACY, RELIABILITY OR OTHERWISE OF SUCH RESULTS OF CONSEQUENCES, OR IN CONNECTION TO SUBMISSIONS OR PREVENTTION OF UNAUTHORISED ACCESS, SHARING OR THE DOWNLOAD OF ANY CONTENT; OR (III) YOUR LIABILTY THAT THE USE OF THE SERVICE IS LAWFUL IN ANY PARTICULAR JURISDICTION.
WE EXCLUDE ALL CONDITIONS, WARRANTIES, REPRESENTATIONS OR OTHER TERMS WHICH MAY APPLY TO OUR SITE OR ANY CONTENT ON IT, WHETHER EXPRESS OR IMPLIED TO THE EXTENT PERMITTED BY LAW.
YOUR USE OF THIS SITE AND THE SERVICE, AND ANY ACTION OR INACTION BY THE SERVICE PROVIDERS OF THE SITE OR SERIVCE, ARE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY RESULTING CONSEQUENCES.
10. Limitation of Liability, if you are a business Client.
Nothing in this Agreement limits or excludes our liability for: (i) death or personal injury caused by our negligence; (ii) fraud or fraudulent misrepresentation; or (iii) any other liability that cannot be excluded or limited by English law.
SUBJECT TO THE FOREGOING AND TO THE FULL EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES SHALL WE BE LIABLE FOR: (I) ANY ACT OF GOD, ACCIDENT, DELAY, LOSS OF PROFITS, CONTRACTS, PURE ECONOMIC LOSS, BUSINESS, BUSINESS OPPORTUNITY [LOSS OR CORRUPTION OF DATA OR INFORMATION OR RECOVERY OF DATA OR INFORMATION], DEPLETION OF GOODWILL, SECURITY BREACH RESULTING FROM A FAILURE OF THIRD PARTY TELECOMMUNICATIONS AND/OR THE INTERNET, WASTED EXPENDITURE, ANTICIPATED SAVINGS OR REVENUE (REGARDLESS OF WHETHER ANY OF THESE ARE DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL); (II) ANY LOSS OR DAMAGE ARISING OUT OF OR IN CONNECTION WITH LIABILITIES TO THIRD PARTIES (WHETHER DIRECT, INDIRECT OR CONSEQUENTIAL); OR (III) ANY SPECIAL, INDIRECT OR CONSEQUENTIAL LOSS WHATSOEVER, EVEN IF WE WERE AWARE OF THE POSSIBILITY THAT SUCH LOSS OR DAMAGE MIGHT BE INCURRED BY YOU, ARISING UNDER OR IN RELATION TO THIS AGREEMENT (WHETHER ARISING FROM BREACH OF THE CONTRACT, MISREPRESENTATION (WHETHER TORTIOUS OR STATUTORY), TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), BREACH OF STATUTORY DUTY (OR OTHERWISE), INCLUDING WHERE ANY SUCH LOSS ARISES FROM ANY OF THE FOLLOWING: (I) USE OR THE INABILITY (FOR ANY REASON) TO USE ANY PART OF THIS SITE OR THE SERVICE (INCLUDING WITHOUT LIMITATION INACCURACIES OR ERRORS OF INFORMATION, AS A RESULT OF ACCESSING THIS SITE OR THE SERVICE); (II) ACTION OR INACTION IN CONNECTION WITH THIS AGREEMENT OR FOR THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES; OR (III) REPRESENTATIONS, WARRANTIES, ACTIONS OR INACTIONS OF ANY USER OR OTHER THIRD PARTY (WHETHER OR NOT AS A RESULT OF THE SERVICE, AND INCLUDING, WITHOUT LIMITATION, ANY CONNECTION WITH THE LEVEL OF SERVICE PROVIDED).
Subject to the first paragraph of this Clause 10, our total liability to you in respect of all losses arising under or in connection with the Agreement, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the amount collected by us in the transaction leading up to the applicable claim.
11. Limitation of Liability if you are a consumer
This clause only applies if you are a consumer.
If we fail to comply with this Agreement, we are responsible for any loss or damage you suffer that is a foreseeable result of our breach of this Agreement or our negligence, but we are not responsible for any unforeseeable loss or damage. Loss or damage is foreseeable if it is an obvious consequence of our breach or if it was contemplated by you and us at the time we entered into this contract.
We do not in any way limit or exclude our liability for: (i) death or personal injury caused by our negligence; or (ii) fraud or fraudulent misrepresentation; or (iii) any other liability that cannot be excluded or limited by English law.
12. Limitation of Claims.
Any claim or cause of action arising out of or related to use of the Service or the Agreement must be filed within six (6) years after such claim or cause of action arose or be forever barred.
13. Indemnification if you are a business Client
YOU RELEASE, AND AGREE, AT YOUR OWN EXPENSE, TO INDEMNIFY, DEFEND AND HOLD HARMLESS US, OUR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND AFFILIATES, FROM ALL LIABILITIES, CLAIMS, ALLEGED CLAIMS, LOSS AND DAMAGES, AND INCLUDING REASONABLE ATTORNEY’S FEES, IN RELATION TO: (I) YOUR USE OF, ACCESS TO OR RELIANCE ON THIS SITE OR THE SERVICE; (II) YOUR SUBMISSIONS; (III) ANY BREACH OF, OR DEFAULT IN, THIS AGREEMENT BY YOU, OR OF ANY ARRANGEMENT BETWEEN YOU AND ANY OTHER SERVICE PROVIDER ; (IV) THE ACT OR OMISSION BY YOU, WHETHER OR NOT ILLEGAL, NEGLIGENT, RECKLESS, OFFENSIVE, UNAUTHORIZED OR UNPROFESSIONAL; (V) ANY DEFECTIVE, CONTAMINATED OR MALICIOUS DEVICE OR SOFTWARE, INCLUDING WITHOUT LIMITATION FILES, VIRUSES, WORMS OR TROJAN HORSES, INTENTIONALLY OR NEGLIGENTLY DISSEMINATED BY YOU OR ORIGINATING FROM YOUR EQUIPMENT OR NETWORK; AND (VI) ANY ACTIVITY RELATED TO YOUR ACCOUNT, BE IT BY YOU OR BY ANY OTHER PERSON ACCESSING YOUR ACCOUNT WITH OR WITHOUT YOUR CONSENT UNLESS SUCH ACTIVITY WAS CAUSED BY A WILFULL ACT OR DEFAULT OF US.
We will provide you with written notice of such claim, suit or action. You will not enter into any settlement or compromise of any such claim without our prior written consent. We reserve the right, in our sole discretion, to assume the exclusive defense and control of any matter is subject to indemnification by you. In all events, you shall cooperate fully in the defense of any claim.
14. Governing Law and Exclusive Courts.
If you are a consumer, please note that this Agreement is governed by English law. This means a Contract for the purchase of Services through our site and any dispute or claim arising from or in connection with it will be governed by English law. You and we, both agree, to that the courts of England and Wales will have non-exclusive jurisdiction.
If you are a business, this Agreement and any dispute or claim arising from or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance to the law of England and Wales.
We both irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims).
This Agreement is between you and us. No other person shall have any rights to enforce any of its terms, whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise.
This Agreement, our rules and policies and license agreement (if applicable) on this Site combined amount to the full agreement between you and us, state our and our suppliers’ entire liability and your exclusive remedy in respect to the Site and Service, and supersede all prior agreements pertaining to this Agreement’s and its rules’ and policies’ and license agreement’s subject-matter. If any provision(s) of this Agreement are held to be contrary to any law, then such provision(s) shall be construed, as nearly as possible, to reflect the original provision; any other provisions shall remain in full force and effect. The section titles in this Agreement are solely used for your convenience and have no legal or contractual significance. No provision of the Agreement shall be construed against us but can be interpreted in a neutral and fair manner as the terms are entered by a fully-informed party on a voluntary basis having the opportunity to consult advisors and legal counsel about the meaning and effects of the terms of this Agreement. You agree to pay all costs and expenses (including reasonable attorneys’ fees) that may incur in order to (a) collect any amounts that you owe under this Agreement, or (b) to initiate an arbitration or judicial proceeding to resolve a dispute between users of the Site; for each case in addition to all other remedies available in law, equity or otherwise. No waiver of any term of this the Agreement shall be deemed a further or continuing waiver of said term or any other, and any failure to assert any right or provision under the Agreement shall not constitute a waiver for such term. This Agreement, and any rights granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction. No joint venture, partnership, employment, franchise or agency relationship exists between you and us as a result of the use of the Site or the Service.
Copyright © 2016 ArtRunners Ltd. All rights reserved.