Jubilee Terms of Use

Last Updated on March 23, 2021.
  1. Acceptance of the Terms of Use.
    1. These terms of use are entered into by and between you, as a registered user (“You,” or “you”) and Jubilee Art LLC, (the “Company,” “Jubilee,” “we,” or “us”). The following terms of use, together with the Privacy Policy, Copyright Policy and any other documents expressly incorporated by reference herein (collectively, these “Terms of Use” or “Terms”), govern your access to and use of the jubilee.art website and all related subdomains, and including any content, functionality, and services offered on or through jubilee.art (together with its related subdomains and social media pages, the “Website”), and your transactions on the Website.
    2. The Company’s services include providing an online platform for lending and selling Artwork (the “Transactions”) as well as displaying Artwork and providing resources including reviews, ratings, articles, and other art-related information (the “Services”).
    3. You acknowledge and agree that, by accessing or using the services and the website or by entering into a transaction regarding an artwork on or through the website or by posting any content on the website, you are indicating that you have read, understood, and agree to be bound by these terms, whether or not you have registered with the website. If you do not agree to these terms, the privacy policy, the copyright policy, and other rules and policies of the Website, then you have no right to access the website or use the services.
    4. The company does not offer professional advice. The information accessed through the website and services, or within any of the company’s social media pages or channels is for informational and educational purposes only, is not intended to be a substitute for professional services, and is not intended to cover all possible uses, directions, precautions, or adverse effects related to any certain service. Such information includes, without limitation, third party materials, user uploads, and Jubilee-generated content derived from third party content and user uploads (e.g., highlights, attributes, and other data). Always consult your trusted advisor if you have any questions about any artwork or services. Never disregard professional advice or delay in seeking the same because of any information you read on the website, services, or on Jubilee social media pages and channels. This disclaimer shall not limit the more general disclaimers and limitations on liability elsewhere in these terms of use.
    5. Please read these terms carefully. These terms include an agreement to mandatory arbitration, which means that you agree to submit any dispute related to your use of the website and the services to binding individual arbitration rather than proceed in court. These terms also include a jury waiver.
    6. Please read these Terms of Use carefully before you start to use the Website and the Services. By using the Services, or accepting the Terms of Use when this option is made available to you in setting up a Jubilee Account, you agree to be bound and abide by these Terms of Use, Privacy Policy, and Copyright Policy, incorporated herein by reference. If you do not agree to these Terms of Use, the Privacy Policy, or the Copyright Policy, you must not access the Website or use the Services.
    7. The Services are offered and available to users and guests who are 18 years of age or older. By using this Website, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Services.
    8. To use certain features of the Website or Services, you must create an account with Jubilee as a Member on the Website (“Jubilee Account”) and provide certain information about yourself as prompted by the Website registration form, including your first and last name, a valid email address at which you are able to receive email, a valid postal address at which you are able to receive mail, a valid billing address, and a valid phone number. Both individuals and legal entities can create Accounts. During the registration process you will be required to provide certain information and you will establish a username and a password. Upon completion of our registration process you will become a “Member.” You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete. Jubilee reserves the right to suspend or terminate your Account if any information provided during the registration process or thereafter proves to be inaccurate, not current, or incomplete. Members that list Artwork on the Website may be required to provide a URL to another website showing examples of their Artwork collection or inventory.
    9. If you are using the Website or the Services on behalf of a company, entity, or organization, you represent and warrant that you are an authorized representative of such company, entity, or organization with the authority to bind it to these Terms of Use. The Company may issue you additional terms if you are a commercial entity, accordingly.
  2. Changes to the Terms of Use.
    We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Services. Your continued use of the Website following the posting of a revised Terms of Use acknowledges your acceptance and agreement to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you. We will use our best efforts to notify all Members and guests about the changes to these Terms of Use.
  3. Accessing the Services and Account Security.
    1. We reserve the right to withdraw or amend the Website, and any of the Services (including any Support Services) provided on the Website. Further, we reserve the right to revise, update, modify, and close down any of the Services provided herein. We will not be liable if for any reason all or any part of the Website or Services are unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Website, restrict access to some part of the Services, or the entire Website, to users, including registered users.
    2. You are solely responsible for (i) making all arrangements necessary for you to have access to the Website, and (ii) ensuring that all persons who access the Website or Services through your internet service are aware of these Terms of Use and comply with them.
    3. On the Company’s behalf, a payment processor, e.g., Stripe, will process your payment for an Artwork and you are required to provide your applicable credit card number, expiration date, and CVV code (unless you are paying for the Artwork using your payment processor account). We will not receive or store your credit card information in that case.
    4. You represent and warrant that: (i) all required registration information you submit is truthful and accurate, and (ii) you will maintain the accuracy of such information. You may not create more than one Jubilee Account, and you may delete your Jubilee Account at any time, for any reason, by following the instructions on the Website and subject to the terms and conditions of these Terms. Jubilee may suspend or terminate your Jubilee Account at any time for any reason including a failure to comply with these Terms of Service.
    5. To access the Website or Services, or create a Jubilee Account, you may be prompted to tie your login credentials from your Social Media account, including, but not limited to, Instagram, Facebook, Google+, Twitter, Pinterest, LinkedIn, or other social media platforms (collectively, “Social Media”), including registration details and other information. It is a condition of your use of the Website that all the information you provide on the Website is correct, current and complete. You agree that all information you provide to register with this Website or otherwise, including but not limited to through the use of any interactive features on the Website, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.
    6. When you sign in through your Social Media credentials (as may be available), or any other piece of information as part of our security procedures, you must (and hereby agree to) treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your Jubilee Account is personal to you and agree not to provide any other person with access to this Website, Services, or portions of either using your user name, password or other security information, including your Social Media login credentials. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You should use particular caution when accessing your account from a public or shared computer or mobile device so that others are not able to view or record your password or other personal information.
    7. We have the right to disable any user name, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.
    8. Please note that you may only use the Jubilee Account with regard to the Jubilee Website for personal purposes only and not for any business or commercial uses without written consent of the Company.
  4. Transaction Terms.
    1. As a Member, you may submit artwork(s) (“Artwork”) that you have created or have acquired from another artist that you desire to lend or sell through the Website. For your listings to be accepted, you must provide Jubilee with all of the information requested. You must also comply with any other relevant Jubilee requirements. If you submit listings for a Transaction, you may be required to verify your identity by providing Jubilee with a copy of a government-issued ID or similar documentation. Your listings must be accurate and complete and comply with Jubilee’s then-current listings requirements. Jubilee reserves the right to edit any listings to ensure that they comply with its rules. Any Artwork submitted for listing must be free and clear of any and all encumbrances and liens. This will enable uninterrupted trading of the Artwork on the Website and will ensure no third parties can interfere with the possession of the Artwork. Jubilee will obtain registered first priority security interest in all Artworks listed on the Website to ensure that the Members comply with their monetary and other obligations under these Terms and other obligations regarding the Artworks and the Transactions. You hereby grant Jubilee a continuing first priority security interest in all Artwork you list on this Website.
    2. As a Member, you may borrow or purchase Artworks that are listed by other Members on the Website. Prices for Artworks will be as specified on the applicable listing or determined by the auction process. You acknowledge that prices do not include shipping and handling charges or applicable Taxes, if any, for which you are responsible. Jubilee and/or its third-party service providers will collect your billing and shipping information and process your payment. The Member identified on the listing of the Artwork will ship Artwork directly to you. The terms and conditions of Jubilee’s then-current Return Policy apply to any Artworks that you acquired through the Website.
    3. If you want to remove a listing for an Artwork from the Website you must go to your account, click on the image you want to delete and then click on Delist/Claim and follow the steps set forth on that page.
    4. You represent and warrant that: (i) as to Artwork that you have made available through the Website, you are the creator of all such Artworks or you are the sole and exclusive owner of all such Artworks; and (ii) the Artworks you make available through the Website and Jubilee’s use and exploitation of it as contemplated under these Terms will not infringe, misappropriate, or violate any third party’s patent, copyright, trademark, trade secret, or other intellectual property rights, or rights of publicity or privacy, intellectual property rights or other third party rights, or result in the violation of any applicable law or regulation.
    5. By submitting Artwork, you appoint Jubilee as an independent exclusive agent with the right to lend and sell such Artworks through the Website and you hereby grant Jubilee a worldwide, transferable right and license, with a right to sublicense, to: (i) use, reproduce, distribute, publicly perform and publicly display copies of the Artwork; and (ii) access, view, use, crop, resize, copy, distribute, lend, license, publicly display, publicly perform, transmit and broadcast copies of the Artwork in any form, medium or technology now known or later developed for the purpose of promoting Jubilee. You acknowledge and agree that the foregoing license rights are granted on a royalty-free basis and that your sole compensation for the grant of such license rights, if any, will be in the form of the Share of Future Proceeds (defined below), which is payable upon
      • the closing of subsequent Transactions of an Artwork, and
      • Jubilee's receipt of commission.
    6. Jubilee and/or its third-party service providers will be responsible for collecting billing and shipping information from the steward or the purchaser and for processing payment for such Transactions via the Website. Under no circumstances will Jubilee be liable for any losses or damages caused by the shipping or delivery services companies or the Members.
    7. Jubilee will provide you with the name and address of the steward or the purchaser and, unless otherwise instructed in writing by Jubilee, you will be responsible for shipping the Artwork directly to the steward or the purchaser. You agree to ship the Artwork to the steward or the purchaser within seven (7) days following the date of purchase (the “Shipping Time”). If you do not ship the Artwork to the steward or the purchaser prior to the expiration of the Shipping Time, the Transaction may be cancelled.
    8. You agree to comply with the terms and conditions of Jubilee’s then-current Return Policy, and applicable to all Artwork that are available on the Website.
    9. For subsequent Transactions of Artwork, Jubilee will credit your Account in an amount to be determined in accordance with Jubilee’s then-current standard pricing and commission terms (the “Share of Future Proceeds”); for Transactions of Artworks via the Website, subject to Jubilee’s receipt of confirmation of delivery of the Artwork, Jubilee will credit your Account with the corresponding Share of Future Proceeds following the expiration of the return period and for sales of Artworks via third party websites, Jubilee will credit your Account with the corresponding Share of Future Proceeds within a commercially reasonable time after the Artwork has been confirmed to have been successfully delivered, as determined by Jubilee, in its sole discretion.
    10. Members can exchange their Share of Future Proceeds with other Members. Only Members that listed Artwork on the Website can exchange Share of Future Proceeds. Share of Future Proceeds cannot be sold or transferred for cash or other consideration other than for other Members’ Share of Future Proceeds in Artwork. Every page that shows an individual piece of Artwork has a list of all Members that hold a portion of the Share of Future Proceeds. Members can offer to exchange their portion of the Share of Future Proceeds in other Artworks with such Members.
    11. Jubilee reserves the right to cancel any order for an Artwork placed via the Website if Jubilee determines, in its sole discretion, that the item is mispriced, out of stock, discontinued, or otherwise unavailable at the price listed via the Website. If Jubilee cancels an order placed via the Website, Jubilee will send you an email confirming the cancellation and you will not be charged for your order.
    12. If you are a Member and have submitted a listing for an Artwork and have been contacted through the Website by another Member with respect to a Transaction, you may not enter into any Transaction regarding such Artwork with such Member independent of Jubilee and the Website. Similarly, if you are a Member and desire to borrow or purchase an Artwork for which another Member has submitted a listing, you may not borrow or purchase such Artwork from such Member independent of Jubilee and the Website. In case you do enter into such a Transaction with another Member of that contacted you through the Website, then such Transaction will be subject to the rights, claims, and entitlements of the Jubilee and Members, including Jubilee’s rights to commissions from such Transaction and Jubilee's security interest in such Artwork.
    13. All Transactions for Artworks are subject to sales tax and VAT, including by way of any jurisdiction in which we are legally obligated to collect a sales tax.
  5. Lending and Purchase Transactions
    1. A “Lending Transaction,” is any transaction between Members to lend the Artwork through the Website. The Member that borrowed the Artwork will retain possession of the Artwork for a minimum of six calendar months from the date of the closing of the Lending Transaction and shipment of the Artwork. The Member that borrowed the Artwork will be obligated to give up the possession of the Artwork if there is a subsequent offer to lend it that they do not outbid, and if the amount offered is greater than or equal to its listed price
    2. The Member who borrowed the Artwork and wishes to keep it may retain possession in two ways:
      • By increasing its listed price on the Website and paying 6% of that new price as a Buyout Prevention Fee every twelve months, and/or
      • Paying a Buyout Prevention Fee equal to the difference between the incoming bid and the listed price + $25.
    3. After six months of any Lending Transaction, for every Artwork that is lent through a Lending Transaction, an option will be displayed next to the Artwork that says, “Make an offer” that allows Members to submit a bid for the Artwork. If the Artwork is delisted or claimed from the Website, it will no longer be eligible for resale offers. You can delist or claim an artwork from the Website only under conditions set forth in Section 5(F) of these Terms, subject to the rights of Jubilee. The Subsequent Lending Transaction offer option will be displayed on lent Artworks. If someone makes an offer on an Artwork that you have borrowed through Jubilee, you will be contacted by Jubilee via email. You have the right to decline the offer if it is below the appraised value. If you do not respond to the offer as required in this Agreement, Jubilee may begin an investigation. In the event you give up possession of the Artwork, the following terms shall apply:
      1. Share of Future Proceeds: The Artist or the Member that posted the Artwork on the Website or any Member who owns a Share of Future Proceeds will earn a portion of the proceeds of the Transaction (see below).
      2. Shipping and Handling: You are responsible for packaging, labeling, and coordinating pickup or drop-off with a courier.
      3. Report of Authenticity: You are required to deliver any certificate of authenticity that accompanied the Artwork in the original Transaction and any additional reports required by Website’s then current rules.
    4. If you are the one making an offer on an Artwork, we will send you an email describing the process of borrowing or purchasing the Artwork and what is required from you to close the Transactions. If your offer is accepted, you will be responsible for handling handle payment and logistics.
      1. The offer form collects shipping and contact information. You will be required to complete payment within three days of the bid's acceptance.
      2. Once accepted, all orders are final unless the Artwork arrives damaged. In the event of damaged Artwork, you must let us know and we can arrange for it to be repaired. See Return Policy for more details.
      3. The city and state of the location the Artwork was shipped to may be made public.
    5. Members have the option to decline any offer to lend the Artwork they listed. However, the Members cannot decline any offer to lend the Artwork if the price offered is greater than or equal to the asking price posted on the Website. Any offer greater than or equal to the asking price will change the available options of “Approve/Decline” to “Approve”. Members will have 72 hours to confirm such offers from the date they were made and delivered. If Members fail to approve the price offered by the end of 72 hours, Members will be required to give up possession of the Artwork. A notice will be posted to indicate that the Artwork is missing until it has been repossessed.
    6. Members can purchase the Artwork free and clear of other Members’ Share of Future Proceeds and Jubilee’s security interest. This Artwork purchase Transaction can be completed only if the Member wishing to purchase the Artwork obtains its full Share of Future Proceeds in addition to paying the cash consideration required to borrow it. The Member must then click the "Claim" button on the Artwork's detail page on the Website to complete this purchase. The Artwork will become unavailable for future lending or other Transactions and all parties’ rights will be terminated, including the rights of Jubilee.
  6. Transaction Proceeds and Payment
    1. Excluding filing fees and Stripe charges, Jubilee will receive a 10% commission on the gross proceeds of all Transactions facilitated by the Website. The rest of the proceeds of the Transactions will be paid to the Member that listed the Artwork, or the steward that had the possession of the Artwork when the Transactions take place, and to other Members who hold a Share of Future Proceeds in the Artwork.
    2. Members that listed an Artwork will receive a share of the proceeds from the subsequent lending Transactions of the Artwork in the amount of 10% of the proceeds of such Transactions (“Share of Future Proceeds”). Such Members will receive full Share of Future Proceeds for unlimited number of Lending Transactions unless:
      1. the Artwork is purchased by another Member free and clear, and the title of the Artwork is transferred to them, subject to the rules regarding the free and clear purchase of Artwork, or
      2. the Member entangles their Share of Future Proceeds in the Artwork with Share of Future Proceeds in another Artwork
    3. Once the Transaction order has cleared, the Share of Future Proceeds will be made available for payout and the Member will be notified via email.
    4. Jubilee reserves the right at any time to charge fees for access to the Website and the Services. However, in no event will you be charged for access to the Website or the Services unless we obtain your prior agreement to pay such charges.
    5. You represent and warrant that you have the legal right to use any credit card(s) or other payment means used by you or through your account for any such transaction. You acknowledge that any such information will be treated by us in accordance with our Privacy Policy. You grant us the right to provide such information to third parties in order to facilitate the completion of Transactions initiated by you or on your behalf through the Website. Verification of information may be required prior to acceptance of any order through the Website.
  7. Termination and Account Cancellation
    1. If you breach any of these Terms, Jubilee will have the right to suspend or disable your Account or terminate these Terms, at its sole discretion and without prior notice to you. Jubilee reserves the right to revoke your access to and use of the Website and the Services, Jubilee Content and Member Content at any time, with or without cause. In the event Jubilee terminates these Terms for your breach, you will remain liable for any amounts due hereunder.
    2. Members may cancel their Accounts at any time by sending an email to admin@jubilee.art subject to the following conditions:
      1. Member deleting his/her account has no currently borrowed Artwork,
      2. such Member owns the full Share of the Future Proceeds for all Artwork he/she listed on the Website, and
      3. after a successful deletion of the Account, any Share of Future Proceeds for other Members’ Artwork owned by the Member requesting the Account deletion will be transferred to Jubilee.
    3. Members are allowed to delist/claim (revoke) the Artwork they listed on the Website only if they own the full Share of Future Proceeds in the Artwork they listed on the Website, if any. Share of Future Proceeds can be acquired only by exchanging it for Share of Future Proceeds in another Artwork. Share of Future Proceeds cannot be acquired by exchanging it for cash or other property. Moreover, if the Artwork is already lent to another Member, the Member who listed the Artwork will have to acquire the Artwork from the Member who borrowed it through the regular bidding process in addition to acquiring Share of Future Proceeds in the Artwork from other Members. After the Artwork is free and clear from the rights and claims of other Members and Jubilee, Jubilee will release its Security Interest in such Artwork.
    4. Members can delist or claim the Artwork by clicking a button that says "Delist" or "Claim". If the Member doesn’t own the entire Share of Future Proceeds, they are shown a message that indicates they must acquire it from other Members who hold a Share of Future Proceeds before they can delist or claim the Artwork.
    5. The Member that borrowed the Artwork must report about the condition of the Artwork, including taking photos of the Artwork and submitting them to the Website.
  8. Communications with the Company.
    The Company may provide you with use of email and chat support services, instant messaging services, chat areas, calendars, or other message designed to enable you to communicate with the Company (“Communication Services”). You hereby consent to the following communications from the Company:
    1. telephone calls, text messages, and/or email from the Company regarding the Services or any Artwork, and
    2. information about the Company’s upcoming services.
    3. In addition, you agree that you will not:
      1. use Communication Services to conduct surveys, contests, pyramid schemes, chain letters, spam email, or any unsolicited messages (commercial or otherwise),
      2. defame, abuse, harass, threaten, or otherwise violate the legal rights of others,
      3. upload, distribute, or disseminate any inappropriate, profane, defamatory, obscene, indecent or unlawful topic, name, material, virus or information,
      4. upload, or otherwise make available, files that contain images, photographs, service or other material protected by intellectual property laws, including, by way of example, and not as limitation, copyright or trademark laws (or by rights of privacy or publicity) unless you own or control the rights thereto or have received all necessary consent to do the same,
      5. falsify or delete any proprietary rights notices, such as author attributions, legal or other proper notices or labels of the origin of source of service that is uploaded,
      6. violate any code of conduct or other guidelines which may be applicable for any particular Communication Service,
      7. create a false identity for the purpose of misleading the Company or others.
      The Company has no obligation to monitor the Communication Services but reserves the right to review materials posted to the Communication Services and to remove any material sin at its sole discretion.
  9. Intellectual Property Rights.
    1. The Website, Services, and its entire contents, features and functionality (including but not limited to all information, software, text, displays, featured images, video and audio, and the design, selection and arrangement of the above), are owned by the Company, its suppliers, or its licensors, and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.
    2. These Terms of Use permit you to use the Website for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, download, store or transmit any of the material on our Website, except:
      1. your computer or mobile device may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials on either of your computer or mobile device, respectively,
      2. you may store files that are automatically cached by your Web browser for display enhancement purposes,
      3. you may not authorize any organizations, companies, or businesses to use the Services for any purpose, except for with the written consent of the Company, and
      4. when we provide Social Media features with certain content, you may take such actions as are enabled by such features.
    3. You must not:
      1. modify copies of any materials from this site,
      2. delete or alter any copyright, trademark or other proprietary rights notices from copies of materials from this site, and
      3. you must not nor permit access or use for any commercial purposes any part of the Website.
      If you wish to make any use of material on the Website other than that set out in this section, please address your request to: admin@jubilee.art.
    4. If you print, copy, modify, download or otherwise use or provide any other person, organization, company, or business with access to any part of the Website or Services in breach of the Terms of Use, your right to use the Website or Services will cease immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title or interest in or to the Website or any content on the Website is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Website or Services not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark and other laws.
  10. Trademarks.
    The Company name, the term “Jubilee” and all related names, logos, product and service names, designs and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs and slogans on this Website are the trademarks of their respective owners, where applicable.
  11. Prohibited Uses.
    1. You may use the Website or Services only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Website or Services:
      1. in any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries),
      2. for the purpose of exploiting, harming or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information or otherwise,
      3. Post, upload, publish, submit or transmit any text, graphics, images, software, music, audio, video, information or other material that: (i) infringes, misappropriates, or violates a third party's patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, intellectual property rights or other third party rights; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v)promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any other person; (vii) harms minors in any way; or (viii) promotes illegal or harmful activities, products or substances.
      4. to send, knowingly receive, upload, download, use or re-use any material which does not comply with the “Content Standards” set out in Section 14 in these Terms of Use,
      5. to transmit, or procure the sending of, any advertising or promotional material, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation,
      6. to impersonate or attempt to impersonate the Company, a Company employee, another user or any other person or entity (including, without limitation, by using e-mail addresses or user names associated with any of the foregoing), or
      7. to engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website, or which, as determined by us, may harm the Company or users of the Website or expose them to liability.
      8. Use, display, mirror or frame the Services, or any individual element within the Services, Jubilee's name, any Jubilee trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Jubilee's express written consent;
      9. Access, tamper with, or use non-public areas of the Services, Jubilee's computer systems or network, or the technical delivery systems of Jubilee's providers;
      10. Attempt to probe, scan or test the vulnerability of any Jubilee system or network or breach any security or authentication measures;
      11. Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Jubilee or any of Jubilee's providers or any other third party (including another user) to protect Services, Jubilee Content or Member Content;
      12. Attempt to access or search Services, Jubilee Content or Member Content or download Jubilee Content or Member Content from the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by Jubilee or other generally available third party web browsers;
      13. Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
      14. Use any meta tags or other hidden text or metadata utilizing a Jubilee trademark, logo URL or product name without Jubilee's express written consent;
      15. Use Services, Jubilee Content or Member Content for any commercial purpose or the benefit of any third party in any manner not otherwise permitted by these Terms;
      16. Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use Services, Jubilee Content or Member Content to send altered, deceptive or false source-identifying information;
      17. Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services, Jubilee Content or Member Content;
      18. Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;
      19. Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
      20. Impersonate or misrepresent your affiliation with any person or entity; or
      21. Encourage or enable any other individual to do any of the foregoing.
    2. Additionally, you agree not to:
      1. use the Website in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Website or Services, including their ability to engage in real time activities through the Website or Services,
      2. use any robot, spider or other automatic device, process, or means to access the Website or Services for any purpose, including monitoring or copying any of the material presented thereon including any information contained in your Social Media,
      3. use any manual process to monitor or copy any of the material on the Website or Services, or for any other unauthorized purpose without our prior written consent,
      4. use any device, software or routine that interferes with the proper working of and delivery of the Services,
      5. introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful,
      6. attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Website or Services, the server on which the Website or Services is stored, or any server, computer or database connected to the Services,
      7. attack the Website or service via a denial-of-service (DOS) attack or a distributed denial-of-service (DDOS) attack, or
      8. otherwise attempt to interfere with the proper working of the Website or Services.
  12. User Uploads.
    1. The Website may contain message boards, chat rooms, personal and commercial web pages and profiles, our proprietary review portals, and other interactive features (collectively, “User Services”) that allow users to post, submit, publish, display, review, or transmit to other users or other persons (hereinafter, “post”) content or materials (collectively, “User Uploads”) on or through the Website.
    2. All User Uploads must comply with the Content Standards set out in Section 14 in these Terms of Use.
    3. Any User Upload you post to the site (excluding documents supplied for identity verification) will be considered non-confidential and non-proprietary. By providing any User Upload on the Website, you grant us and our licensees, successors and assigns the right to use, reproduce, modify, perform, display, distribute and otherwise disclose to third parties any such material according to your account settings.
    4. You represent and warrant that:
      1. you own or control all rights to, including intellectual property rights, the User Uploads and have the right to grant the license granted above to us and our licensees, successors and assigns,
      2. all of your User Uploads will comply with these Terms of Use, and
      3. you understand and acknowledge that you are responsible for any User Uploads you submit or contribute, and you, not Company, have fully responsibility for such content, including its legality, reliability, accuracy and appropriateness.
      We are not responsible, or liable to any third party, for the content or accuracy of any User Uploads posted by you or any other user of the Website.
  13. Monitoring and Enforcement; Termination.
    1. We have the right to:
      1. remove or refuse to post any User Uploads for any or no reason in our sole discretion,
      2. take any action with respect to any User Upload that we deem necessary or appropriate in our sole discretion, including if we believe that such User Upload violates the Terms of Use, including the Content Standards (Section 14), infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Website, Services, or the public, or could create liability for the Company,
      3. disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy,
      4. take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website or Services, including any stalking or harassment, or
      5. terminate or suspend your access to all or part of the Website or Services for any or no reason, including without limitation, any violation of these Terms of Use.
    2. Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Website or Services.
    3. You waive and hold harmless the company from any claims resulting from any action taken by the company during or as a result of its investigations and from any actions taken as a consequence of investigations by either the company or law enforcement authorities.
    4. However, we do not undertake to review material before it is posted on the Website or Services, we do not and cannot ensure the accuracy of the information calculated, and cannot ensure prompt removal of objectionable material (and its impact) after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section, subject to any applicable law.
    5. You hereby grant, and you represent and warrant that you have the right to grant, to Jubilee an irrevocable, exclusive, royalty-free and fully paid, worldwide license to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use your User Uploads, and to grant sublicenses of the foregoing, solely for the purposes of including your User Uploads in the Website and Services. You agree to irrevocably waive and cause to be waived any claims and assertions of moral rights or attribution with respect to your User Uploads.
  14. Content Standards.
    These content standards (“Content Standards”) apply to any and all User Uploads and use of User Services. User Uploads must in their entirety comply with all applicable federal, state, local and international laws, including intellectual property laws, and regulations.
    1. Without limiting the foregoing, User Uploads must not:
      1. contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable,
      2. promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age,
      3. infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person,
      4. violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use and our Privacy Policy,
      5. be likely to deceive any person,
      6. promote any illegal activity, or advocate, promote or assist any unlawful act,
      7. cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person,
      8. impersonate any person, or misrepresent your identity or affiliation with any person or organization,
      9. involve commercial activities or sales, such as contests, sweepstakes and other sales promotions, barter or advertising, or
      10. give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.
    2. If you post reviews on the Website, Services, or any of Jubilee’s social media pages or channels, you agree not to post reviews that are not based upon your personal experience or are otherwise designed for any purpose other than providing other users, both guests and registrants with Jubilee Accounts, with an accurate description of your personal experience. Reviews based on secondhand, non-personal experience are not allowed. In addition to the other restrictions in these Content Standards, reviews posted on the Website, Services, or any of Jubilee’s social media pages or channels must not:
      1. be written exclusively in capital letters,
      2. be plagiarized,
      3. contain spam or advertisements,
      4. contain personally identifying information about any retailers, including any employees, contact persons listed on the Website, or other persons,
      5. contain overly detailed or sexual descriptions of an individual’s physical appearance, or lewd personal attacks against a specific individual or group of individuals affiliated with any retailer,
      6. contain any proprietary information about the Sustainability Scorecard that may be available to you as a result of your type of Jubilee Account,
      7. contain references to Merchants, retailers, or competitors other than the product or retailer being reviewed, or
      8. contain unrelated personal grievances.
    3. If you are an owner, volunteer, or employee of a retailer, or manufacturer, you may not post reviews about (i) your retail (or online) store or products, nor (ii) any competitors’ retail store(s) or products.
  15. Reliance on Information Posted.
    1. The information presented on or through the Website or Services is made available solely for general information purposes. We do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website or Services, or by anyone who may be informed of any of its contents.
    2. This Website may include content provided by third parties, including materials provided by other users, bloggers and third-party licensors, syndicators, aggregators or reporting services. All statements or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
  16. Changes to the Website.
    1. We may update the content on this Website, including with regard to the Services (and Support Services) from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Website may be out of date at any given time, and we are under no obligation to update such material.
    2. However, we may from time to time issue upgraded versions of the Website. You consent to such automatic upgrading on the Website (for full functionality), and agree that these Terms of Use shall apply to all such upgrades.
  17. Information About You.
    All information we collect on this Website is subject to our Privacy Policy. By using the Website or Services, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.
  18. Linking to the Website.
    1. You may link to our Website, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part.
    2. You may use the above features solely as they are provided by us, and solely with respect to the content they are displayed with. Subject to the foregoing, you must not:
      1. establish a link from any website that is not owned by you,
      2. cause the Website or portions of it to be displayed, or appear to be displayed by, for example, framing, deep linking or in-line linking, on any other site, nor
      3. otherwise take any action with respect to the materials on this Website that is inconsistent with any other provision of these Terms of Use.
    3. You agree to cooperate with us in causing any unauthorized framing or linking immediately to cease. We reserve the right to withdraw linking permission without notice.
    4. We may disable all or any Social Media features and any links at any time without notice in our discretion.
  19. Links from the Website.
    If the Website may contain links to other sites and resources provided by third parties, these links are provided for your convenience only. This may include links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites, where applicable.
  20. Third Party Materials; Promotions.
    1. Third Party Materials. The Website or Services might display, include or make available third-party content (including data, information, articles, applications, or other products, services or materials) or contain links to third party websites, services, and advertisements for third parties such as Promotions (defined below) (collectively, the “Third Party Materials”). You agree that Jubilee is not responsible for Third Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Jubilee does not assume nor will not have any liability or responsibility to you or any other person or user for any Third-Party Materials. Third Party Materials and links thereto are provided solely as a convenience.
    2. Promotions. The Website or Services might display, include or make available coupons, promotional codes, giveaways, samples, and other offers from listed retailers (collectively, the “Promotions”). Promotions are treated as Third Party Materials under this Agreement. Jubilee displays Promotions on its Website and Services, as well as direct user text messaging, as a form of advertisement for the listing retailer only (the “Offeror”). All Promotions are offered directly by the applicable Offeror, and may be subject to additional terms, conditions, or restrictions of the Offeror or under applicable law, whether or not such additional terms, conditions or restrictions are expressly included on the Website or Services. The Offeror, and not Jubilee, is solely responsible for:
      1. compliance with all aspects of the Promotion and applicable law (including without limit, the advertisement, redemption, and terms, conditions and restrictions related thereto),
      2. all goods and services it provides to you in connection with the Promotion, and
      3. all injuries, illnesses, damages, claims, liabilities and costs it may cause you to suffer, directly or indirectly, in full or in part, whether related to the use or redemption of a Promotion or not.
  21. Geographic Restrictions.
    The owner of the Website is based in California. We provide this Website for use only by persons located in jurisdictions in which the Company’s operations are legal. We make no claims that the Website or any of its content is accessible or appropriate outside of such jurisdictions. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside a legal jurisdiction, you do so on your own initiative and are responsible for compliance with local and regional laws, including intellectual property laws.
  22. Disclaimer of Warranties.
    1. The website, Jubilee content and member content are provided "as is", without warranty of any kind, either express or implied. Without limiting the foregoing, Jubilee explicitly disclaims any warranties of merchantability, fitness for a particular purpose or non-infringement, and any warranties arising out of course of dealing or usage of trade. Jubilee makes no warranty that the site, services, Jubilee content or member content will meet your requirements or be available on an uninterrupted, secure, or error-free basis. Jubilee makes no warranty regarding the quality of any works, services, content or artwork purchased or obtained through the services or the accuracy, timeliness, truthfulness, completeness or reliability of any content obtained through the site or services.
    2. No advice or information, whether oral or written, obtained from Jubilee or through the site or services, will create any warranty not expressly made herein. No action should be taken or purchase made based upon any of the information contained in the services. You should seek independent advice from a professional and/or a person who is knowledgeable in the applicable area before acting upon any opinion, advice, or information contained in the services.
    3. You are solely responsible for all of your communications and interactions with other members or users of the services and with other persons with whom you communicate or interact as a result of your use of the services. You understand that, except as expressly set forth in these terms, Jubilee does not screen or inquire into the background of members or other users of the services, nor does Jubilee make any attempt to verify the statements of any members or users of the services. Jubilee makes no representations or warranties as to the conduct of users of the services. You agree to take reasonable precautions in all communications and interactions with other members or users of the services and with other persons with whom you communicate or interact as a result of your use of the services, particularly if you decide to meet offline or in person.
    4. You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet, the website, or services, will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data.
    5. We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, mobile device, computer programs, data or other proprietary material due to your use of the website or any services or items obtained through the website or to your downloading of any material posted on it, or on any website linked to it.
    6. Your use of the website, its content and any services or items obtained through the website is at your own risk. The website, its content and any services or items obtained through the website are provided on an “as is” and “as available” basis, without any warranties of any kind, either express or implied. Neither the company nor any person associated with the company makes any warranty or representation with respect to the completeness, security, reliability, quality, accuracy or availability of the website. Without limiting the foregoing, neither the company nor anyone associated with the company represents or warrants that the website, its content or any services or items obtained through the website will be accurate, reliable, error-free or uninterrupted, that defects will be corrected, that our site or the server that makes it available are free of viruses or other harmful components or that the website or any services or items obtained through the website will otherwise meet your needs or expectations.
    7. The company hereby disclaims all warranties of any kind, whether express or implied, statutory or otherwise, including but not limited to any warranties of merchantability, non-infringement and fitness for particular purpose.
    8. The foregoing does not affect any warranties which cannot be excluded or limited under applicable law.
  23. Limitation on liability.
    1. In no event will the company, its affiliates or their licensors, service providers, employees, agents, officers or directors be liable for damages of any kind, under any legal theory, arising out of or in connection with your use, or inability to use, the website, any websites linked to it, any content on the website or such other websites or any services or items obtained through the website or such other websites, including any direct, indirect, special, incidental, consequential or punitive damages, including but not limited to, personal injury, pain and suffering, emotional distress, loss of revenue, loss of profits, loss of business or anticipated savings, loss of use, loss of goodwill, loss of data, and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable.
    2. To the fullest extent permitted by applicable law, in no event will the maximum aggregate liability of Jubilee arising out of or relating to your access to or use of the Jubilee services and website exceed the greater of (i) the amount paid, if any by you to us for any artwork(s) or (ii) $100.00.
    3. The foregoing does not affect any liability which cannot be excluded or limited under applicable law.
  24. Indemnification.
    You agree to defend, indemnify and hold harmless the Company, its affiliates, licensors and service providers, and its respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use or your use of the Website or Services, including, but not limited to, your User Uploads, any use of the Website’s content, services and products other than as expressly authorized in these Terms of Use or your use of any information obtained from the Website or Services.
  25. Governing Law and Jurisdiction.
    1. All matters relating to the Website, Services, Privacy Policy and these Terms of Use and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction).
    2. If you are a California resident, you hereby waive California civil code section 1542 in connection with the foregoing, which states: “a general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.”
  26. Dispute Resolution.
    At the Company’s sole discretion, it may require you to submit any disputes arising from the use of these Terms of Use, the Privacy Policy, the Website, or Services, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, first to mediation in the United States, then next to final and binding confidential arbitration under the Rules of Arbitration of the American Arbitration Association applying California law. We each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action.
  27. Limitation on Time to File Claims.
    Any cause of action or claim you may have arising out of or relating to these terms of use or the website must be commenced within one (1) year after the cause of action accrues, otherwise, such cause of action or claim is permanently barred.
  28. Waiver; Severability.
    1. No waiver of by the Company of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.
    2. If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.
  29. Entire Agreement.
    This Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and the Company with respect to the Website and Jubilee, and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Website and Services.
  30. Your Comments and Concerns.
    1. You may contact us at admin@jubilee.art.
    2. All notices of copyright infringement claims should be sent to the copyright agent designated in our Copyright Policy in the manner and by the means set forth therein.
    3. All other feedback, comments, requests for technical support and other communications relating to the Website should be directed to: admin@jubilee.art.