artaculous.com Terms of Use Agreement

November 1, 2008

artaculous.com is a social networking service provided by artaculous Ltd., that allows Members to create unique personal profiles online in order to find and communicate with other artists. The services offered by artaculous.com ("artaculous.com" or "we") include the artaculous.com website (the "artaculous Website"), the artaculous.com Internet messaging service, and any other features, content, or applications offered from time to time by artaculous.com in connection with the artaculous Website (collectively, the "artaculous Services"). The artaculous Services are hosted in the Federal Republic of Germany.

This Terms of Use Agreement ("Agreement") sets forth the legally binding terms for your use of the artaculous Services. By using the artaculous Services, you agree to be bound by this Agreement, whether you are a "Visitor" (which means that you simply browse the artaculous Website) or you are a "Member" (which means that you have registered with artaculous.com). The term "User" refers to a Visitor or a Member. You are only authorized to use the artaculous Services if you agree to abide by all applicable laws and to this Agreement. Please read this Agreement carefully and save it. If you do not agree with it, you should leave the artaculous Website and discontinue use of the artaculous Services immediately. If you wish to become a Member, communicate with other Members and make use of the artaculous Services, you must read this Agreement and indicate your acceptance during the Registration process.

This Agreement includes artaculous.com's policy for acceptable use of the artaculous Services and Content posted on the artaculous Website, your rights, obligations and restrictions regarding your use of the artaculous Services and artaculous.com's Privacy Policy. In order to participate in certain artaculous Services, you may be notified that you are required to download software or content and/or agree to additional terms and conditions. Unless otherwise provided by the additional terms and conditions applicable to the artaculous Services in which you choose to participate, those additional terms are hereby incorporated into this Agreement.

artaculous.com may modify this Agreement from time to time and such modification shall be effective upon posting by artaculous.com on the artaculous Website. artaculous will inform Members by email about such modifications. If you do not agree with such modification you have the right to terminate your membership with artaculous. You agree to be bound to any changes to this Agreement when you use the artaculous Services after the modification has been posted for at least one month. It is therefore important that you review this Agreement regularly to ensure you are updated as to any changes.

Please choose carefully the information you post on artaculous.com and that you provide to other Users. Your artaculous.com profile may not include the following items: any photographs containing nudity, or obscene, lewd, excessively violent, harassing, sexually explicit or otherwise objectionable subject matter. Despite this prohibition, information provided by other artaculous.com Members (for instance, in their Profile) may contain inaccurate, inappropriate, offensive or sexually explicit material, products or services, and artaculous.com assumes no responsibility or liability for this material. If you become aware of misuse of the artaculous Services by any person, please contact artaculous or click on the "Report Inappropriate Content" link at the bottom of any artaculous.com page.

artaculous.com reserves the right, in its sole discretion, to reject, refuse to post or remove any posting (including private messages) by you, or to restrict, suspend, or terminate your access to all or any part of the artaculous Services at any time, , particularly in cases listed under clause 7 of these Terms of Use, with or without prior notice., Liability is limited to the maximum extent permitted by law according to clauses 11 and 12 of these Terms of Use in such a case.

1. Eligibility

Use of and Membership in the artaculous Services is void where prohibited. By using the artaculous Services, you represent and warrant that (a) all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you are 14 years of age or older; and (d) your use of the artaculous Services does not violate any applicable law or regulation. Your profile may be deleted and your Membership may be terminated without warning, if we believe that you are under 14 years of age.

2. Term and Termination.

a) This Agreement shall remain in full force and effect while you use the artaculous Services or are a Member.

b) You may terminate your Membership at any time, for any reason, by following the instructions on the Member's Account Settings page. artaculous.com may terminate your Membership at any time, without warning. Even after Membership is terminated, this Agreement will remain in effect, including sections 5-16.

3. Fees

artaculous.com reserves the right to alter, to depart from or to cease offering its services free of charge at any time, taking into account artaculous.com’s legitimate interests and reasonable consumer expectations. artaculous.com will inform Members by email if a service is to be offered in the future for a fee. You can then decide if you want to continue to use such service. Your continued use of the service after the proposed fee modification has posted been posted for at least one month will be considered acceptance of the proposed fee modification. The same applies if fees are raised by artaculous.com. If artaculous.com terminates your Membership because you have breached the Agreement, you shall not be entitled to the refund of any unused portion of subscription fees.

4. Password

When you sign up to become a Member, you will also be asked to choose a password. You are entirely responsible for maintaining the confidentiality of your password. You agree not to use the account, username, or password of another Member at any time or to disclose your password to any third party. You agree to notify artaculous.com immediately if you suspect any unauthorized use of your account or access to your password. You are solely responsible for any and all use of your account.

5. Non-commercial Use by Members

The artaculous Services are for the personal use of Members only and may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by artaculous.com. Illegal and/or unauthorized use of the artaculous Services, including collecting usernames and/or email addresses of Members by electronic or other means for the purpose of sending unsolicited email or unauthorized framing of or linking to the artaculous Website is prohibited. Commercial advertisements, affiliate links, and other forms of solicitation may be removed from Member profiles without notice and may result in termination of Membership privileges. Appropriate legal action will be taken for any illegal or unauthorized use of the artaculous Services.

6. Content Posted

1. artaculous.com may delete any Content that in the sole judgment of artaculous.com violates this Agreement or which may be offensive, illegal or violate the rights, harm, or threaten the safety of any person. artaculous.com assumes no responsibility for monitoring the artaculous Services for inappropriate Content or conduct. If at any time artaculous.com chooses, in its sole discretion, to monitor the artaculous Services, artaculous.com nonetheless assumes no responsibility for the Content, no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of the User submitting any such Content.

2. You are solely responsible for the Content that you post on or through any of the artaculous Services, and any material or information that you transmit to other Members and for your interactions with other Users. artaculous.com does not endorse and has no control over the Content. Content is not necessarily reviewed by artaculous.com prior to posting and does not necessarily reflect the opinions or policies of artaculous.com. artaculous.com makes no warranties, express or implied, as to the Content or to the accuracy and reliability of the Content or any material or information that you transmit to other Members.

7. Content/Activity Prohibited

The following is a partial list of the kind of Content that is illegal or prohibited to post on or through the artaculous Services. artaculous.com reserves the right to investigate and take appropriate legal action against anyone who, in artaculous.com's sole discretion, violates this provision, including without limitation, removing the offending communication from the artaculous Services and terminating the Membership of such violators. Prohibited Content includes, but is not limited to Content that, in the sole discretion of artaculous.com:

• 1. is patently offensive and promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
• 2. harasses or advocates harassment of another person;
• 3. exploits people in a sexual or violent manner;
• 4. contains nudity, violence, or offensive subject matter or contains a link to an adult website;
• 5. solicits personal information from anyone under 18;
• 6. provides any telephone numbers, street addresses, last names, URLs or email addresses;
• 7. promotes information that you know is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
• 8. promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated music or links to pirated music files;
• 9. involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing, instant messaging, "spimming," or "spamming";
• 10. contains restricted or password only access pages or hidden pages or images (those not linked to or from another accessible page);
• 11. furthers or promotes any criminal activity or enterprise or provides instructional information about illegal activities including, but not limited to making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;
• 12. solicits passwords or personal identifying information for commercial or unlawful purposes from other Users;
• 13. involves commercial activities and/or sales without our prior written consent such as contests, sweepstakes, barter, advertising, or pyramid schemes;
• 14. includes a photograph of another person that you have posted without that person's consent; or
• 15. for band and filmmaker profiles, uses sexually suggestive imagery or any other unfair, misleading or deceptive Content intended to draw traffic to the profile.

The following is a partial list of the kind of activity that is illegal or prohibited on the artaculous Website and through your use of the artaculous Services. artaculous.com reserves the right to investigate and take appropriate legal action against anyone who, in artaculous.com's sole discretion, violates this provision, including without limitation, reporting you to law enforcement authorities. Prohibited activity includes, but is not limited to:

• 16. criminal or tortious activity, including child pornography, fraud, trafficking in obscene material, drug dealing, gambling, harassment, stalking, spamming, spimming, sending of viruses or other harmful files, copyright infringement, patent infringement, or theft of trade secrets;
• 17. advertising to, or solicitation of, any Member to buy or sell any products or services through the artaculous Services. You may not transmit any chain letters or junk email to other Members. It is also a violation of these rules to use any information obtained from the artaculous Services in order to contact, advertise to, solicit, or sell to any Member without their prior explicit consent. In order to protect our Members from such advertising or solicitation, artaculous.com reserves the right to restrict the number of emails which a Member may send to other Members in any 24-hour period to a number which artaculous.com deems appropriate in its sole discretion. If you breach this Agreement and send unsolicited bulk email, instant messages or other unsolicited communications of any kind through the artaculous Services, you acknowledge that you will have caused substantial harm to artaculous.com, but that the amount of such harm would be extremely difficult to ascertain. As a reasonable estimation of such harm, you agree to pay artaculous.com $50 for each such unsolicited email, advertisement, junk emails or chain letters or other unsolicited communication you send, acting culpably, through the artaculous Services, regardless of the number of recipients of such email. artaculous.com is entitled to additional compensation of damages beyond $ 50. You have the right to prove that artaculous.com’s damages are below $ 50;
• 18. covering or obscuring the banner advertisements on your personal profile page, or any artaculous.com page via HTML/CSS or any other means;
• 19. any automated use of the system, such as using scripts to add members/unions or send comments or messages;
• 20. interfering with, disrupting, or creating an undue burden on the artaculous Services or the networks or services connected to the artaculous Services;
• 21. attempting to impersonate another Member or person;
• 22. for band profiles, copying the code for your artaculous Player and embedding it into other profiles or asking other Members to embed it into their profiles;
• 23. using the account, username, or password of another Member at any time or disclosing your password to any third party or permitting any third party to access your account;
• 24. selling or otherwise transferring your profile;
• 25. using any information obtained from the artaculous Services in order to harass, abuse, or harm another person;
• 26. displaying an advertisement on your profile, or accepting payment or anything of value from a third person in exchange for your performing any commercial activity on or through the artaculous Services on behalf of that person, such as placing commercial content on your profile, posting blogs or bulletins with a commercial purpose, selecting a profile with a commercial purpose as one of your "Top 8" friends, or sending private messages with a commercial purpose; or
• 27. using the artaculous Services in a manner inconsistent with any and all applicable laws and regulations.

8. Member Disputes

You are solely responsible for your interactions with other artaculous.com Members. artaculous.com reserves the right, but has no obligation, to monitor disputes between you and other Members.

9. Privacy

Use of the artaculous Services is also governed by our Privacy Policy, which is incorporated into this Agreement by this reference.

10 Liability Disclaimer

artaculous.com will not be responsible for any incorrect or inaccurate Content posted on the artaculous Website or in connection with the artaculous Services, whether caused by Users of the artaculous Services or by any of the equipment or programming associated with or utilized in the artaculous Services. Profiles created and posted by Members on the artaculous Website may contain links to other websites. artaculous.com is not responsible for the Content, accuracy or opinions expressed on such websites, and such websites are in no way investigated, monitored or checked for accuracy or completeness by artaculous.com. Inclusion of any linked website on the artaculous Services does not imply approval or endorsement of the linked website by artaculous.com. When you access these third-party sites, you do so at your own risk. artaculous.com takes no responsibility for third party advertisements which are posted on this artaculous Website or through the artaculous Services, nor does it take any responsibility for the goods or services provided by its advertisers. artaculous.com is not responsible for the conduct, whether online or offline, of any User of the artaculous Services.

In addition, artaculous.com assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any User or Member communication. artaculous.com is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on any of the artaculous Services or combination thereof.

11. Exclusion of Warranty.

The artaculous Services are provided "AS-IS" and as available. artaculous.com does not warrant of timely, secure, error- and interruption-free provision of artaculous Services. artaculous.com expressly disclaims any warranty of fitness for a particular purpose or non-infringement. artaculous.com cannot guarantee and does not promise any specific results from use of the artaculous Services. The exclusion of warranties does not affect your right of withdrawal.

Some jurisdictions do not allow the exclusion or limitation of certain types of of warranty or liability, such as liability for death or personal injury as a result of negligence or fraud of artaculous.com. Some of the limitations in clauses 10 and 11 may therefore not apply to you.

12. Disputes

If there is any dispute about or involving the artaculous Services, you agree that the dispute shall be governed by the laws of the Federal Republic of Germany, without regard to conflict of law provisions.

If you are a merchant, public-law legal body, or public-law separate estate the place of performance shall be Düsseldorf

13. Indemnity

You agree to indemnify and hold artaculous.com, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of the artaculous Services in violation of this Agreement and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth above and/or if any Content that you post on the artaculous Website or through the artaculous Services causes artaculous.com to be liable to another, provided that this was caused by culpable conduct.

14. Other

This Agreement is accepted upon your use of the artaculous Website or any of the artaculous Services and is further affirmed by you becoming a Member. This Agreement constitutes the entire agreement between you and artaculous.com regarding the use of the artaculous Services. The failure of artaculous.com to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. artaculous.com is a trademark of artaculous Ltd. This Agreement operates to the fullest extent permissible by law. If any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.

Contact artaculous with any questions regarding this Agreement.