February 26, 2023

MutualArt.com ("MutualArt.com" or "We" or "Us" or "MutualArt") is comprised of a website ("Website" or "Site") providing an online art resource that allows users to access and share information related to art as well as services offered from the Site. The services offered by MutualArt.com include the content accessible by means of the Site, including related newsletters, publications, offerings, and any other features or content offered from time to time by MutualArt.com in connection with the MutualArt Website (collectively, the "MutualArt Services" or "Services", and which may include "Premium Services" as defined herein)

By visiting the Site or using MutualArt Services, you accept the Terms herein, in the Privacy Policy and in the Refund Policy, which are incorporated into these Terms by reference. If you are not agreeable to these Terms do not use the Site or register for any MutualArt Services. MutualArt.com reserves the right to modify or amend these Terms from time to time without notice. We will post the changes to update you and your continued use of the Site or Services will be implicit acceptance of those Terms.

This Terms of Use Agreement ("Agreement") contains the legally binding terms for your use of the MutualArt Services. By using the Services, you agree to be bound by this Agreement, whether you are a "Member" (which means that you have accessed and registered to use MutualArt.com) or not. The term "User" refers to any user, including Members. You are only authorized to use the MutualArt Services (regardless of whether your access or use is intended) if you agree to abide by all applicable laws and this Agreement. Please read this Agreement carefully and save it. If you do not agree with it, you should exit the MutualArt Website immediately and discontinue use of the Services without further access to the Site. If you wish to become a Member, communicate with other Members, or make use of any MutualArt Services, you must read this Agreement and indicate your acceptance.

This Agreement includes MutualArt.com's policy for acceptable use of the MutualArt Services and terms that apply to text, files, images, photos, video, sounds, musical works, works of authorship, or any other materials (collectively, "Content") posted on the MutualArt Website, your rights, obligations and restrictions regarding your use of the MutualArt Services, including the Refund Policy, any and all applicable copyright rules and regulations, and MutualArt.com's Privacy Policy. In order to participate in certain MutualArt Services, you may be required to agree to additional terms and conditions. Unless otherwise provided by the additional terms and conditions applicable to the MutualArt Services in which you choose to participate, any additional terms are hereby incorporated into this Agreement. You may receive a copy of this Agreement by emailing us at: support@MutualArt.com, Subject: Terms of Use Agreement.

MutualArt.com may modify this Agreement from time to time and such modification shall be effective upon posting by MutualArt.com to the MutualArt Website. You agree to be bound to any changes to this Agreement when you use the MutualArt Services after any such modification is posted. It is therefore important that you review this Agreement regularly to ensure you are up to date regarding changes.

Please be careful with the information that you post on the site or provide to other Users. MutualArt.com reserves the right, in its sole discretion, to reject, refuse to post or remove any posting by you, or to restrict, suspend, or terminate your access to all or any part of the MutualArt Services at any time, for any or no reason, with or without prior notice, and without liability.

1. Eligibility. Use of and Membership in the MutualArt Services is void where prohibited. By using the MutualArt 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 of legal age or older or otherwise have the ability to form a binding contract; (d) you are not a resident of the British Virgin Islands ("BVI"); and (e) your use of the MutualArt Services does not violate any applicable law or regulation or any obligation you may have to a third party.
2. Term. This Agreement shall remain in full force and effect while you use the MutualArt Services or are a Member. You may terminate your Membership at any time, for any reason, by following the instructions on the website. MutualArt.com may suspend or terminate your Membership at any time, without warning. Even after Membership is terminated, this Agreement will remain in effect, including sections ‎5-‎17.
3. Fees. Not all sections of the Site or Services are free of charge. Should you decide to purchase a service or services from MutualArt.com you will be asked to pay your fees in full and in advance, at rate as may be amended from time to time by MutualArt as a condition for obtaining and retaining your membership and/or services privileges, or alternatively provide Us with a valid registration coupon or other duly authorized privilege. You are responsible for and agree to reimburse us for all reversals, charge-backs, claims, fees, fines, penalties and other liability incurred by us (including costs and related expenses) that were caused by or arising out of payments that you authorized or accepted. Prices on the Website are shown in US Dollars unless otherwise indicated. MutualArt will not be responsible for any currency exchange difference, including when providing a refund.
4. Password. If 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 User at any time or to disclose your password to any third party. You agree to notify MutualArt.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. Premium Services.
   1. Fees, Payments: By subscribing for any of the following services: Premium Membership, Personal Alerts, Essentials, VIP Membership, Artists' Channel, My Collection or Art Appraisal ("Premium Services"), you agree to pay the fees indicated, in exchange for the services offered. Applicable fees will be invoiced starting from the day your applicable Premium Service is rendered and in advance of using any of the services. MutualArt reserves the right to change the payment terms and fees upon fifteen (15) days written notice. Notice can include posting such notice on the MutualArt.com website. Premium Services can be cancelled by you with thirty (30) days written notice to MutualArt and such cancellation will be subject to MutualArt's Refund Policy which can be found here.
   2. Monthly Plan: Monthly Premium subscribers shall be entitled to the benefits of the Premium Membership yearly plan prorated by twelve (12) for the total number of months subscribed in the Monthly Premium Membership plan, as on the month a specific service is consumed Premium Services/Third Party services: Some of the Service offerings, besides the Premium Membership, may be offered through third party providers, and MutualArt explicitly disclaims and limits liability for the Premium Services offered by Third Parties, as stated in Paragraphs ‎11 and ‎12 of these Terms of Use.
   3. MutualArt does not endorse and is not responsible for the opinions of any Third Party offering services under the any of the Services offered and/or the Premium Services. Further, you understand and agree that MutualArt does not recommend, endorse, authenticate, or warrant any product, offer, service, opinion, suggestion, recommendation, proposal, or the like offered by any such third party.
   4. My Collection: My Collection is a collection management system which allows you to better manage, keep track, maintain, and analyze your art collection and have access to other Third Party services by uploading your collection information and data and keeping it in one orderly accessible place. The use of My Collection will be governed by this general Terms and Conditions Agreement. The minimum subscription period is twelve (12) months and the annual fee for the My Collection service is non-refundable. Any requested cancellation shall become effective following the current annual billing period.
6. Non-Commercial Use by Members.The MutualArt Site and Services are for the personal use of Members only and may not be used in connection with any commercial endeavors. You may print up to one (1) copy of the Content posted on the MutualArt Website only for your personal use and not for distribution of any sort, including printing and/or copying, or any other commercial use whatsoever. Illegal and/or unauthorized use of the MutualArt Services, including collecting usernames and/or email addresses of Users, crawling for Content either manually or automatically by electronic or other means for the purpose of sending unsolicited email, or for any other reason, or unauthorized framing of or linking to the MutualArt Website or use of its content is prohibited. Posting of commercial advertisements, links, and other forms of solicitation may be removed without notice and may result in termination of Membership privileges. Appropriate legal action will be taken for any illegal or unauthorized use of the MutualArt Services. Without derogating from any other right granted to MutualArt.com in accordance with applicable law and/or these Terms, any User acting in violation of the Terms will be denied access to the MutualArt Services, with no refund for fees paid in connection with Premium Services.
7. Proprietary Rights in Content on MutualArt.com; Trademarks.
   1. The Site contains content ("MutualArt.com Content"). MutualArt.com Content is protected by copyright, trademark, patent, trade secret and other laws, and MutualArt.com owns and retains all rights in the MutualArt.com Content and the MutualArt Services. In addition, the MutualArt Services may also contain Content of The H.W. Wilson Company ("Wilson Content"), which is protected by copyright, trademark, patent, trade secret and other laws, and The H.W. Wilson Company owns and retains all rights in such Content. Subject to the limitations set forth in Section ‎5 above, MutualArt.com hereby grants you a limited, revocable, nonsublicenseable license to display and print the MutualArt.com Content and the Wilson Content (in both cases, excluding any software code) solely for your personal use in connection with viewing the MutualArt Website and using the MutualArt Services.
   2. The Site may also contain Content of Users and other MutualArt.com affiliates, partners, and licensed content providers, including galleries, museums, auction houses and other art-related entities. Except for Content posted by you, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any Content appearing on or through the MutualArt Services. Content that is offered by those other than MutualArt.com, is not necessarily owned and/or licensed by the Site.
   3. "MutualArt", "MutualArt.com" and other MutualArt trademarks, service marks, logos, product and service names are trademarks of MutualArt Holding Inc. (collectively, "Marks"). Without the prior written permission of MutualArt Holding Inc. you agree not to display or use the Marks in any manner.
   4. By posting any content on the Site, you agree to grant Us a non-exclusive, irrevocable, unlimited, world-wide, royalty free license to display, publish, use, reproduce, reformat, compile, archive, keep track, analyses, manage, hold information, distribute, and transmit such content in the site and in any other form of media, whether now known or hereinafter devised.

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

1. criminal or tortious activity, including child pornography, fraud, trafficking in obscene material, drug dealing, gambling, harassment, stalking, spamming, sending of viruses or other harmful files, copyright infringement, patent infringement, or theft of trade secrets;
2. any automated use of the system.
3. interfering with, disrupting, or creating an undue burden on the MutualArt Services or the networks or services connected to the MutualArt Services;
4. attempting to or impersonating another User or person or in any way altering your identity;
5. using the account, username, or password of another User at any time or disclosing your password to any third party or permitting any third party to access your account;
6. selling or otherwise transferring your membership;
7. using any information obtained from the MutualArt Services in order to harass, abuse, or harm another person;
8. using the MutualArt Services in a manner inconsistent with any and all applicable laws and regulations.
9. Posting Content that is, or may reasonably be considered to be, defamatory, hateful, racially or religiously biased or offensive (including the use of swear words), unlawfully threatening or unlawfully harassing to any individual, partnership or corporation.

8. Copyright Policy.No User may post, modify, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information belonging to others without obtaining the prior written consent of the owner of such proprietary rights. Without limiting the foregoing, if you believe that your work has been copied and posted on the MutualArt Services in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (ii) a description of the copyrighted work that you claim has been infringed; (iii) a description of where the material that you claim is infringing is located on the MutualArt Services; (iv) your address, telephone number, and email address; (v) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf. MutualArt.com's Copyright Agent for notice of claims of copyright infringement can be reached at: privacy@mutualart.com
9. Member Disputes.You are solely responsible for your interactions with other MutualArt.com Users. MutualArt.com reserves the right, but has no obligation, to monitor disputes between you and other Users.
10. Privacy. Use of the MutualArt Services is also governed by our Privacy Policy, which is incorporated into this Agreement by reference.
11. Disclaimers. MutualArt.com is not responsible for any incorrect or inaccurate Content posted on the MutualArt Website or in connection with the MutualArt Services or Premium Services, or for reliance on such Content, whether caused by Users of the MutualArt Services or by any of the equipment or programming associated with or utilized in the MutualArt Services or any Third Parties or caused in a different manner. Content posted on the MutualArt Website is subject to change from time to time at MutualArt's sole discretion. Content created and/or posted by Users, or MutualArt partners, including museums, auction houses and galleries, on the MutualArt Website may contain links to other websites or Content posted by third parties. MutualArt.com is not responsible for the Content or Services, accuracy or opinions expressed on such websites or by such Third Parties, and such websites are in no way investigated, monitored or checked for accuracy or completeness by MutualArt.com. Inclusion of any linked website on the MutualArt Services does not imply approval or endorsement of the linked website by MutualArt.com. Accessing these third-party sites is at your own risk. MutualArt.com takes no responsibility for third party advertisements which are posted on this MutualArt Website or through the MutualArt Services, nor does it take any responsibility for the goods or services provided by its advertisers, whether or not MutualArt.com facilitated the initial contact between you and the service provider. MutualArt.com is not responsible for the conduct, whether online or offline, of any User of the MutualArt Services. MutualArt.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 communication or the Site, including without limitation any down-time. MutualArt.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 due to technical problems or traffic congestion on the Internet or on any of the MutualArt Services or combination thereof, including any injury or damage to Users or to any person's computer related to or resulting from participation or downloading materials in connection with the MutualArt Services. Under no circumstances shall MutualArt.com be responsible for any loss or damage, including personal injury or death, resulting from use of the MutualArt Services, from omissions or inaccuracies in the MutualArt Services, from any reliance on the information contained in the Services, from any Content posted on or through the MutualArt Services, or from the conduct of any Users of the MutualArt Services, whether online or offline. The MutualArt Services are provided "AS-IS" and as available and MutualArt.com expressly disclaims any warranty of fitness for a particular purpose or non-infringement. MutualArt.com cannot guarantee and does not promise any specific results from use of the MutualArt Services or Premium Services. MutualArt encourages you to consult with professional advisors, art experts and investment professionals before making any buying or selling, or other investment decisions. The  past  performance  may  not  be  indicative  of  future  results
12. Limitation on Liability.IN NO EVENT SHALL MUTUALART.COM BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE SERVICES, OR FOR LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF THE SERVICES, OR RELYING ON ANY INFORMATION CONTAINED IN THE SERVICES, INCLUDING, BUT NOT LIMITED TO, THE MAKING OF ANY SALE OR PURCHASE OR OTHER INVESTMENT DECISION, OR THE PROVISION OF ANY ADVICE IN RELIANCE ON, OR ON THE BASIS OF, ANY SERVICES, EVEN IF MUTUALART.COM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, MUTUALART.COM'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO MUTUALART.COM FOR THE MUTUALART SERVICES DURING THE TERM OF MEMBERSHIP.
13. Residents Locality. MutualArt.com does not warrant or represent that any content or Services on the Site are appropriate for use in your current location. Those who choose to access the Site or Services from their current location do so at their own risk, and are responsible for compliance with local laws where applicable.
14. Force Majeure. MutualArt's delay, failure or inability to perform any obligation of this Agreement as a result of a Force Majeure event including, but not limited to, pandemics, governmental restrictions, power failures, natural disasters, wars, strikes, floods, significant failure of a part of the power grid; significant failure of the internet; computer attacks or malicious acts, such as attacks on or through the Internet, any Internet service provider, telecommunications or hosting facility, and damages or destruction of any network facilities or services, shall not be deemed a breach of this Agreement.
15. Disputes If there is any dispute about or involving the MutualArt Services, you agree that the dispute shall be governed by the laws of England and Wales without regard to conflict of law provisions and you agree that all claims relating to the MutualArt Services be adjudicated exclusively in the applicable courts located in London, provided that the foregoing shall not prevent MutualArt.com from seeking injunctive or equitable relief in any court of competent jurisdiction.
16. Indemnity You agree to indemnify and hold MutualArt.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 arising out of or relating to your use of the MutualArt Services, your breach of this Agreement, any breach of your representations and warranties set forth above or if any Content that you post on the MutualArt Website or through the MutualArt Services or your use of the MutualArt Services causes MutualArt.com to be liable to or subject to a claim by another. Any User that is found liable for any content posted on the Site, or in relation to the Site or Services, will be subject to this clause.
17. Other. This Agreement is accepted upon your use of the MutualArt Website or any of the MutualArt Services and is further affirmed by you becoming a Member, as applicable. This Agreement constitutes the entire agreement between you and MutualArt.com regarding the use of the MutualArt Services. The failure of MutualArt.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. MutualArt is a trademark of MutualArt Holdings Inc. 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 shall be replaced by an enforceable provision most nearly approximating the intent of the original provision and does not affect the validity and enforceability of any remaining provisions.

These terms and conditions apply to the sale of artworks on the Platfrom or otherwise by MutualArt. By placing an order for artworks on the Platform, you ("You" or the "Buyer") accept and agree to be bound by these terms of sale. If you do not agree to these terms, you may not purchase artworks on the Platform. MutualArt.com reserves the right to modify or amend these Terms from time to time without notice.

1. What We Do and Product Descriptions - The works of art made available for sale on the Platform may not always be in the physical possession of MutualArt and may be physically located anywhere in the world. You acknowledge that we customarily offer artworks for sale on behalf of third-party sellers, which may be unnamed, on a consignment basis or otherwise. As a result, in offering certain artworks on the Platform and accepting and fulfilling orders we are acting as the applicable seller’s agent and we do not take or transfer title to the artwork offered for sale on the Platform. We do not produce, endorse, or recommend any of the artworks made available through the Platform. With respect to artworks that are offered for sale on a consignment basis or on behalf of the seller, we are not affiliated with, endorsed by, or otherwise associated with any consignor or seller, or the retailer, designer, manufacturer, artist, author or other creator of the artworks. You acknowledge that the art offered on the Platform may be vintage in nature or may have been previously owned, thus it might bare signs of wear, and therefore, MutualArt is in no way liable for the condition of the painting/work of art. We or the applicable seller may offer a limited certificate of authenticity with respect to artworks offered for sale through the Platform, unless otherwise specified at the time of purchase. Except as set forth in the certificate of authenticity (if applicable) MutualArt makes no warranties or gives any representations about the artwork status or condition and shall not be held responsible for the quality of the artwork. MutualArt's total liability will be limited to the purchase price paid for the artwork. MutualArt shall assume no responsibility for any errors or omissions that may occur in the description, pricing or other content related to the artwork. In the event of such an error, MutualArt reserves the right to cancel the order placed by the Buyer by informing the Buyer in writing.

2. Orders. Placing an order on the Platform or alternative means of communication with MutualArt constitutes an irrevocable acceptance of the purchase. Unless cancelled by MutualArt within 5 working days on account of a default by the artist or the artwork owner or any prior or continuing breach by the Buyer, such acceptance results in an enforceable contact of sale. The contract of sale is between MutualArt (acting as the agent of the artist or the artwork owners) and the Buyer (or between the applicable seller and the Buyer). . MutualArt shall have the right to cancel any order placed on the Platform, at any time prior to the delivery of the artwork, without assigning any reason whatsoever. MutualArt also reserve the right to take steps to verify your identity before accepting or processing your order. Please note that all purchases are final, non-refundable, and may not be canceled or modified by you, except with our express written consent under circumstances that we consider appropriate at our sole discretion. MutualArt reserves the right to modify, suspend or discontinue, temporarily or permanently, the offering of any artwork through the Platform at any time, in its sole discretion.
3. Prices and Payment. All prices posted on the Platform are subject to change without notice. MutualArt will advise the Buyer regarding the price of artworks made available for sale on the Platform. The price of the artwork listed does not include duties, taxes, insurance, shipping and handling, which will be charged as applicable and would depend on the physical location of the artwork as well as the shipping address provided by You. The information provided at the time of finalizing a purchase shall include the final billing address and shipping address for delivery of the artwork. The Buyer agrees that the Buyer is liable for any duties and taxes that might be applicable on the purchase and such charges shall be payable in addition to the price of the artwork. All invoices will be issued by MutualArt or by the applicable seller based on the information provided by the Buyer or amended at the time of finalizing a purchase. Prices on the Website are shown in US Dollars unless otherwise indicated. MutualArt will not be responsible for any currency exchange difference, including when providing a refund. MutualArt may process payments through third-party service providers, which may post operating rules related to payment on their respective websites and change such rules from time to time. Once an order is placed through the Platform, the Buyer is required to make payment for the price of the artwork as well as the charges referred to above within 7 days from the date of placing the order, unless otherwise specified at the time of purchase. In the event that MutualArt (or the applicable seller) does not receive payment within 7 days MutualArt reserves the right to cancel the order without prior notice to the Buyer. Alternately, and without prejudice to the foregoing, MutualArt may, at its absolute discretion, hold the artwork for the Buyer and charge any storage and insurance costs applicable on the purchase and/or may seek to commence legal proceedings (acting as the agent of the Seller) to ensure execution of the contract of sale.
4. Shipping and Miscellaneous. The artwork will be delivered/shipped to the Buyer once all necessary documentation, relating to transportation, address, insurance, tax, etc. as may be reasonably requested for by MutualArt are completed and payment has been realized in full including any additional charges. Once the payment is realized it may take up to 30 working days to dispatch the artwork. MutualArt shall not be responsible for any loss or damage caused by a delay in shipment. Nor shall MutualArt be responsible for delays in delivery and performance that are due to events of force majeure or events beyond its or the applicable seller's reasonable control or that of its subcontractors (including, in particular, strikes, lock-outs, governmental orders, shortage in energy or transportation, etc.). In such a case, MutualArt shall be entitled to either (i) postpone the delivery and performance by a period corresponding to that of the event of force majeure increased with a reasonable restarting time.
5. Acceptance. Any individual at the delivery address who accepts the delivery is assumed to be authorized to receive it. If you have chosen someone else to receive the delivery, all of the terms and conditions that were supposed to apply to you will apply to him/her.
6. Your Duty. You agree to abide by all provisions prescribed in these terms and conditions. In particular, you warrant that all information that you submit will be true and accurate (including without limitation your credit card number and expiration date and that you are of legal age to enter into a binding contract), and you agree to pay all costs, charges plus all applicable taxes for the purchases made by you.
7. Please refer to the terms of our Privacy Policy, and to the terms of use on the Website which together with these Terms and Conditions of Sale govern your use of the Platform in connection with the sale of artworks on the Platform. If there is a conflict between the Privacy Policy and the Terms of Use on the Website and these Terms and Conditions of Sale, these Terms and Conditions of Sale shall prevail. For artworks sold on behalf of third-party sellers, additional terms specified by the applicable seller may apply.

Please contact us at: support@mutualart.com with any questions regarding this agreement