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ACUTE ART LIMITED
PLATFORM TERMS AND CONDITIONS
WHO WE ARE
We are Acute Art Limited, a company incorporated and registered in England and Wales with company number 10384640. Our normal place of business is at 26 Bedford Square, London WC1B 3HP (we, our, us).
THESE TERMS
These terms and conditions (together with the documents referred to in them) (the Terms) govern your relationship with us when you use our virtual reality arts platform located at http://www.acuteart.com (the Platform) and use any of the functions provided by the Platform (the Platform Functions).
Please refer carefully to these Terms before you start to use the Platform and the Platform Functions. We recommend that you print a copy of these Terms for future reference. By using the Platform and the Platform Functions, you will be deemed to have understood and accepted these Terms, which form a binding agreement between you and us.
OTHER APPLICABLE TERMS
These Terms include our Privacy Policy [insert hyperlink to privacy policy] (the Privacy Policy), which sets out: (a) the terms on which we process any personal data we collect from you or that you provide to us; and (b) information about the use of cookies on the Platform.
The Privacy Policy also applies to your use of the Platform and (if applicable) the Platform Functions.
CHANGES TO THESE TERMS
At any time, we may amend these Terms to ensure that we remain compliant with relevant laws and regulations and to ensure that we are constantly improving your experience using the Platform and the Platform Functions.
Please check this page from time to time to take notice of any changes we have made. By continuing to use the Platform and any of the Platform Functions after changes are made, you are accepting those changes and will be bound by them.
THE PLATFORM FUNCTIONS
We offer various Platform Functions via the Platform, including those which allow you to:
• create a personal account on the Platform;
• download our proprietary software, comprising the following: (a) virtual reality software which enables access to the Gallery (as defined in the paragraph below), and (b) additional content software which enables you to view particular artworks within the Gallery (together the Software);
• use the Software to access, experience and interact with the virtual art gallery provided by us via the Platform (the Gallery); and
• interact with other users of the Gallery.
The list above is not an exhaustive list of the Platform Functions and we may decide to offer additional Platform Functions, or cease to provide any Platform Functions, at any time.
MEMBER REGISTRATION
You do not have to register to the Platform, but access to certain of the Platform Functions (including access to the Software and the Gallery) is only available to users who register to the Platform. Registered users are referred to in these Terms as Members (and Membership will be construed accordingly).
To register, you will need to complete a simple registration process by providing certain information (including your name, email address and [insert any other details routinely required for registration]) and choosing a username and password for use in connection with your Membership.
You agree that you will provide truthful and accurate information when registering on the Platform. The decision to register a password is in our discretion and we may revoke your password at any time.
You are responsible for maintaining the confidentiality of your password and account information, and you are responsible for all activities that occur under your password or account and for any access to or use of the Platform or the Platform Functions by you or any person or entity using your password, whether or not such access or use has been authorised by you.
You must immediately notify us of any unauthorised use of your password or account or any other breach of security relating to the Platform. We will not be liable for any loss or damage whatsoever resulting from the disclosure of your username and/or password contrary to these Terms.
You are responsible for ensuring that the information we hold about you is up to date. Please amend your details as appropriate from time to time or email hello@acuteart.com to notify us of any changes.
MEMBERSHIP FEES AND PAYMENT
Access to the Software and certain of the Platform Functions (including access to the Gallery) can be obtained by Members on payment of the relevant subscription fees (the Membership Fees).
Membership Fees are payable on a monthly or annual basis, depending on the type of Membership you choose, and prices will appear on the relevant page(s) of the Platform. We may change our prices at any time by posting new prices on the Platform[, but such changes will not affect you during the period of your existing Membership as at the date of any such change].
We accept [insert] cards for payment. By paying using your credit or debit card you confirm that the card is yours and that there are sufficient funds or credit available to cover the relevant Membership Fees.
THE GALLERY
The Gallery will feature original, interactive, virtual reality art works which we have commissioned from established artists (the VR Artworks).
We will continue to commission new VR Artworks and will update the Gallery with these new VR Artworks as soon as they are completed and licensed to us for such use. However, due to the unpredictable nature of our business, you acknowledge that we cannot guarantee how frequently we will commission new VR Artworks or how often the Gallery will be updated during the period of your Membership.
You also acknowledge and agree that, as with any art gallery, the Gallery will be curated in our sole artistic discretion and we may add to, or take away from, the Gallery at any time.
ACCESS TO THE GALLERY
In order to access and use the features provided by the Gallery and view the VR Artworks, you will need to:
• possess the necessary virtual reality equipment (the VR Equipment);
• register on the Platform (as described in the Member Registration section above [insert hyperlink to Member Registration section]);
• pay the relevant Membership Fees (as described in the Membership Fees and Payment section above [insert hyperlink Membership Fees and Payment section]); and
• download the Software.
HOW YOU MAY USE THE SOFTWARE
In return for paying the Membership Fees and agreeing to comply with these Terms, you may:
• download a copy of the Software for your personal use only; and
• use the Software to access and experience the Gallery via your VR Equipment.
YOU UNDERSTAND AND AGREE THAT WE ARE GRANTING YOU A LICENCE TO USE THE SOFTWARE AND ACCESS THE GALLERY, AND THAT NOTHING HAS BEEN OR WILL BE SOLD TO YOU VIA THE PLATFORM OR PURSUANT TO THESE TERMS.
SOFTWARE LICENCE RESTRICTIONS
Except as expressly allowed in these Terms, you may not:
• copy the Software (except where such copying is enabled by the Software);
• transfer the Software to anyone else;
• sub-license or otherwise make the Software available in whole or in part (and whether in object or source code form) to any person;
• make any alterations to, or modifications of, the Software; or
• disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Software or attempt to do so,
(together the Software Licence Restrictions).
PLATFORM ACCEPTABLE USE RESTRICTIONS
You may use the Platform, the Platform Functions and the Software only for personal and lawful purposes. In particular, but without limitation, you agree not to:
• use the Platform, the Software, or the Platform Functions in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;
• abuse, harass, impersonate, intimidate, or threaten other Members or otherwise behave in an inappropriate manner whilst accessing or using the Platform Functions (including the Gallery);
• use, share, or otherwise exploit the Platform, the Platform Functions, or the Software for any commercial, business, or monetised purpose whatsoever;
• reproduce, duplicate, copy, share, or re-sell any part of the Platform, the Platform Functions, or the Software in contravention of these Terms;
• use the Software in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other Members;
• transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of the Platform and/or the Platform Functions; or
• access without authority, interfere with, damage or disrupt (a) any part of the Platform; (b) any equipment or network on which the Platform is stored; (c) any software used in the provision of the Platform (including the Software); or (d) any equipment, network or software owned or used by any third party,
(together the Platform Acceptable Use Restrictions).
TERMINATION OF YOUR RIGHTS
We may terminate your rights under these Terms immediately and without notice if:
• you have breached any of the Software Licence Restrictions or the Platform Acceptable Use Restrictions;
• we believe that your use of the Platform and/or the Platform Functions is unsuitable in any way; or
• you are otherwise in breach of these Terms.
If we terminate your rights under these Terms or on expiry of your Membership:
• you must immediately stop all activities authorised by these Terms, including your access to the Platform, all Platform Functions (including the Gallery), and your use of the Software;
• you must immediately delete or remove the Software from all devices then in your possession, custody or control and, if required, confirm to us that you have done so; and
• we may remotely access your device(s) and remove or disable the Software (or any component of the Software) from them and cease providing you with access to the Platform and the Platform Functions.
INTELLECTUAL PROPERTY RIGHTS
You acknowledge and agree that:
• the Software, Platform, Gallery, and all material published on, in, or via the Platform and the Gallery (including but not limited to the VR Artworks and all other text, graphics, photos, logos, button icons, images, trade marks, audio and audio visual clips, databases, data compilations, and data (together the Platform Content)) is owned and controlled by or licensed to us;
• rights in the Platform Content are licensed (not sold) to you under these Terms;
• you have no rights in, or to, the Platform Content other than the right to use the Platform Content strictly in accordance with these Terms; and
• you may not copy, adapt, display, share, communicate to the public or otherwise use any Platform Content except as enabled and permitted by the Platform Functions and these Terms from time to time.
AVAILABILITY OF THE PLATFORM
The Platform is provided on an "as is" basis. We make no representations, warranties or guarantees of any kind regarding the availability or operation of the Platform or the Platform Functions, or that the Platform or the Platform Functions will be secure, uninterrupted or free of defects.
Your access to the Platform and/or any of the Platform Functions may be suspended or restricted occasionally to allow for maintenance, repairs, upgrades, or the introduction of new functions or services. We will try to limit the frequency and duration of any planned disruption but we will not be liable to you if for any reason the Platform and/or any of the Platform Functions is/are unavailable at any time or for any period.
UPDATES TO THE SOFTWARE
From time to time updates to the Software may be issued through the Platform. Depending on the update, you may not be able to use the Software until you have downloaded the latest version of the Software and accepted any new terms.
YOUR STATUTORY RIGHT TO CANCEL
You have the statutory right cancel your Membership at any time within fourteen (14) days beginning on the day we email you to confirm your Membership (the Cooling-Off Period), but ONLY IF you have not yet begun to download the Software. As soon as you start to download the Software (even if the download is not completed), your statutory right to cancel your Membership will be lost.
If you have not yet started to download the Software and you wish to exercise your statutory right to cancel your Membership, please contact us at hello@acuteart.com within the Cooling-Off Period and we will process a full refund of all Membership Fees paid by you during the Cooling Off Period.
WEBSITES WE LINK TO
The Platform may offer links to other websites from which third party services can be obtained and which we reasonably believe to be reputable sources of such services. However, you acknowledge that these other websites are independent from us and we make no representations or warranties as to the legitimacy, accuracy or quality of such third party services, and we do not accept any responsibility for their content, safety, practices or privacy policies.
COMPUTER VIRUSES
We will use reasonable endeavours to ensure that no part of the Platform will contain or spread any viruses or other malicious code. However, we recommend that you ensure that computers and VR Equipment used to access the Platform and the Platform Functions run up-to-date anti-virus software as a precaution, and you are advised to virus-check any materials downloaded from the Platform and regularly check for the presence of viruses and other malicious code.
To the full extent permitted by law we exclude liability for damage or loss of any kind caused by viruses or other harmful components originating or contracted from the Platform.
OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU
We do not exclude or limit our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors and for fraud or fraudulent misrepresentation.
We provide the Platform and the Platform Functions for domestic and private use only. You agree not to use Platform or the Platform Functions for any commercial or business purposes, and we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
If the Software damages a device or digital content belonging to you and this is caused by our failure to use reasonable care and skill, we will either repair the damage or pay you compensation. However, we will not be liable for damage that you could have avoided by following our advice to apply a Software update offered to you free of charge or for damage that was caused by you failing to correctly follow download, installation, or usage instructions or to have in place the minimum system requirements and anti-virus software advised by us.
Except as set out in the paragraph above, you accept and agree we will not be liable for any harmful effect that accessing the Platform or any of the Platform Functions may have on you, and you agree that you access the Platform and the Platform Functions at your own risk.
COMMUNICATION BETWEEN US
If you wish to contact us for any reason, or if any condition in these Terms requires you to give us notice in writing, you can contact us by e-mail at hello@acuteart.com.
If we have to contact you or give you notice in writing, we will do so by e-mail [or SMS] using the contact details you have provided to us during registration (if applicable).
OTHER IMPORTANT TERMS
We may transfer our rights and obligations under these Terms to another organisation, but this will not affect your rights or our obligations under these Terms.
If we do not enforce our rights against you, or if we delay in doing so, that does not mean that we have waived our rights against you, and it does not mean that you are relieved of your obligations under these Terms. If we do waive a breach by you, we will only do so in writing, and that will not mean that we will automatically waive any later breach by you.
Each of the terms and conditions of these Terms operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining terms and conditions will remain in full force and effect.
These Terms are governed by English law and the courts of England and Wales have non-exclusive jurisdiction.