Terms of Use

Updated as of June 23, 2022

These Terms of Use ("Terms") govern use of the websites and services ("Services") of ArtistShare, Inc., a Delaware corporation, together with its affiliates ("ArtistShare"), in addition to any supplemental terms applicable to any particular features, content and functionality of the services, which such supplemental terms are incorporated by reference into the Terms. We refer to anyone using the Services as a “User.” By using the Services – even just by browsing ArtistShare’s website – you agree to be bound by these Terms, our Privacy Policy, all applicable laws and all conditions or policies referenced here. ArtistShare may amend the Terms at any time by posting a revised version of the Terms on our Services. Access to or continued use of the Services after the effective date of the revised Terms constitutes your acceptance of the revised Terms.

User Accounts and Eligibility to Use the Services

You must be 18 years of age or older to use the Services. Users suspended from using the Services are not eligible to use the Services. ArtistShare reserves the right to refuse use of the Services to anyone and to reject, cancel, interrupt, remove or suspend any Services at any time for any reason without liability.

You will need to create an account with ArtistShare (“User Account”) to use some of our Services. All information submitted in connection with a User Account on the Services must be accurate and truthful. You must maintain a valid, actively monitored email address in connection with your User Account, and you agree to receive routine email communications in connection with your User Account and use of the Services, including without limitation Project updates and shipping details. You are responsible for maintaining the confidentiality of your User Account, and you agree to notify ArtistShare immediately if you suspect or discover that your User Account has been used without authorization or there has been any other breach of security of your User Account. You also agree to provide additional information that ArtistShare reasonably requests to verify your identity or eligibility to use the Services. ArtistShare can change eligibility criteria, cancel any User Account, or decline to offer its Services at any time.

License To Users

ArtistShare grants each User a limited, non-exclusive, non-transferable, revocable license to use the Services, subject to the User's eligibility and continued compliance with the Terms. Permissions granted by ArtistShare may be revoked at any time, without advance notice, and with the sole discretion of ArtistShare.

Project Fundamentals

In these Terms and throughout the Services, we refer to those seeking support as "Artists" and to their projects as "Projects." We refer to those providing support as "Fans" and to the support they provide as "Support." We refer to the rewards (such as creative process access, performances, digital downloads, CDs, or production credits) proposed to Users to encourage support as “Rewards.” Rewards may be presented in the form of tangible items or intangible items or services. ArtistShare reserves the right, at its discretion, to substitute or modify Rewards.

Rewards may be offered to Users in two different ways: Fixed Price and Auction Style.

Fixed Price. “Fixed Price” means that Rewards are offered as a traditional sale, at a fixed price. We classify Support for Fixed Price purchases into two different categories, “Standard Support” and “Unconditional Support”. All Support is designated “Standard Support” unless the Fan chooses the Unconditional Support option during checkout. Most Standard Support is fully refundable within thirty (30) days of checkout with the exception of limited edition or numbered products. Fans may request a Standard Support refund, within thirty (30) days from the date of checkout, at no cost, by submitting a Support Request. “Unconditional Support” is nonrefundable. By choosing "Unconditional Support" the Fan fully acknowledges and agrees that they are waiving their option for a refund from ArtistShare for any reason.

Auction Style. ArtistShare may offer Rewards via an auction-style bidding process to encourage Project funding (“Auction Style”). Each Auction Style event will start with a minimum bid, and Users will be apprised of the date and time when the bidding is scheduled to end. Users must have a bank card or credit card to make a bid. Users are responsible for reading description of the Project and the nature of the Reward before making a bid.

A bid is a binding contract that is active until an Auction Style listing ends or a User is outbid. A User may only retract a bid if the Artist materially changes the description of the Reward. When placing a bid, the User is strongly urged to double-check that the amount they entered is correct.

The winning bidder will be charged when bidding ends for the associated Reward. By bidding on an Auction Style listing, the Fan fully acknowledges and agrees that a winning bid constitutes their waiver of a refund from ArtistShare for any reason.

To give all Users a fair chance at winning an Auction Style Reward, the winning bid must be placed no less than fifteen minutes prior to the stated end of bidding, otherwise bidding may continue until no bids have been placed for a period of fifteen minutes. Users are advised to follow the bidding, particularly as the scheduled bidding deadline approaches.

“Shill Bidding” occurs when anyone bids on in item with the goal or intent to increase the price (or desirability) of a Reward. Shill Bidding is expressly forbidden by ArtistShare. Any effort to enter a bid that is deemed a Shill Bid is an express violation of ArtistShare’s Terms and will not be tolerated. In ArtistShare’s sole discretion, any User suspected of placing or attempting to place a Shill Bid may be limited (or denied) the privileges of ArtistShare websites or Services, including without limitation, suspension, or revocation of their account.

By using the Services, you understand and agree that the primary function of Support is to assist musical artists in the creation and development of creative work. In the event you choose to provide Support, you do so with no expectation of profit, profit participation, royalties, ownership interest, monetary reward, or compensation of any kind.

Payment Processing

Payment processing services in connection with the Services (“Payment Processing Services”) are provided by third party vendor (“Payment Processor”). Payment Processing Services are subject to any agreement required by the Payment Processor for use of its services.

ArtistShare’s policies related to or in connection with the Payment Processing Services may be updated at any time at the sole discretion of ArtistShare, without notice to Users. ArtistShare reserves the right to change third-party vendor or add or remove payment methods at its sole discretion.
Payment processing services in connection with the Services (“Payment Processing Services”) are provided by third party vendor Stripe, Inc. (“Stripe”) via Stripe Connect. Payment Processing Services are subject to the Stripe Connected Account Agreement, the Stripe Service Agreement, the Stripe Privacy Policy, and any other such agreement required by Stripe for use of its services (collectively, the “Stripe Terms”). By using the Payment Processing Services, whether as a Creator or a Supporter, you agree to be bound by any applicable Stripe Terms, as may be modified by Stripe from time to time without notice.

ArtistShare’s policies related to or in connection with Payment Processing Services may be updated at any time at the sole discretion of ArtistShare, without notice to Users. ArtistShare reserves the right to change the third-party vendor or add or remove payment methods at its own discretion.

ArtistShare may refuse to make available Payment Processing Services to any User, for any reason, at any time, and ArtistShare reserves the right to decline or refund payments that we believe, in our sole opinion, to be high risk, fraudulent, in violation of trade sanctions, or otherwise in violation of the Terms or the Stripe Terms. If ArtistShare receives notice that a User’s activity or User Content violates ArtistShare’s Terms, the Stripe Terms, or any other applicable agreement, policy, terms, or law, ArtistShare may, our sole discretion, take action against the User Account or Stripe Express Account to comply therewith. Such actions may include, but are not limited to, canceling a transaction, or suspending or terminating use of the Services or Payment Processing Services.

Unsolicited Idea Submissions

ArtistShare is always pleased to hear from our User community and welcomes comments or suggestions to improve the Services. However, to avoid future misunderstandings when new products, Services and features developed internally by ArtistShare might be similar or even identical to a submission received by ArtistShare, the following policy applies to all User submissions to ArtistShare of ideas, comments, suggestions, proposals or materials: (a) all submissions shall be considered non-confidential and non-proprietary; (b) ArtistShare will have no obligation concerning the submission, contractual or otherwise (including, without limitation, confidentiality); (c) ArtistShare will not be liable for any use or disclosure of any submission; and (d) ArtistShare shall be entitled to unrestricted use of the submission for any purpose whatsoever, commercial or otherwise, without compensation to the submitting User.

DMCA Complaints

If you believe that your copyrighted work has been used in a way that constitutes copyright infringement under the Digital Millennium Copyright Act of 1998 (the "DMCA") or that any User Content infringes your intellectual property rights and is accessible in the Services, please notify ArtistShare's legal department. "Infringement" means the unauthorized use of copyrighted material in violation of intellectual property rights. For such complaint to be valid, you (the "Complainant") must provide the following information in writing (the "Notice of Infringement"):

• a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
• identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online website are covered by a single notification, a representative list of such works at that website.
• identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit ArtistShare to locate the material.
• information reasonably sufficient to permit ArtistShare to contact the Complainant, such as an address, telephone number, and, if available, an electronic mail address at which the Complainant may be contacted.
• a statement that the Complainant has a good faith belief that use of the material in the manner complained of is not authorized by the Complainant, its agent, or the law.
• a statement that the information in the notification is accurate, and under penalty of perjury, that the Complainant is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

The above information must be submitted to the ArtistShare DMCA agent ("the DMCA Agent") by email and mail to the following addresse:

ArtistShare, Inc.
Attention: DMCA Agent
16192 Coastal Highway
Lewes, DE 19958

If any User (the "Respondent") believes that its User Content has been removed or disabled by mistake or misidentification, such Respondent may file a written counter-notice (the "Counter Notice") with the DMCA Agent, including the following information within five business days from receipt of the Notice of Infringement:

• a physical or electronic signature of the Respondent; • identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
• a statement made under penalty of perjury that the Respondent has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material; and
• the name, address, and telephone number of the Respondent, and a statement that the respondent consents to the jurisdiction of the Federal District Court for the judicial district in which the address is located, or if the Respondent's address is outside of the United States, for any judicial district in which the service provider may be found, and that the respondent will accept service of process from the complainant or an agent of the complainant.

Upon receipt of the Counter-Notice by the DMCA Agent, a copy of the Counter-Notice may be sent to the Complainant informing the Complainant that ArtistShare, at its discretion, may replace the removed material or cease disabling it in not less than ten (10), nor more than fourteen (14), business days following receipt of the Counter-Notice, unless the DMCA Agent receives written notice from the Complainant that the Complainant has filed an action seeking a court order to restrain the Respondent from engaging in infringing activity relating to the unauthorized use of the material on the service. ArtistShare WILL TAKE NO ACTION UPON ANY FAILURE TO PROVIDE THE INFORMATION OR OTHERWISE FOLLOW THE PROCESS OUTLINED ABOVE. In accordance with the DMCA and other applicable laws, ArtistShare has adopted a policy of terminating, in appropriate circumstances and at ArtistShare's sole discretion, repeat infringers.

Third-Party Websites, Advertisers, or Services

The Services may contain links to third-party websites, advertisers, or services that are not owned or controlled by ArtistShare. Access to or use of third-party sites or services are at each User's own risk. Except as otherwise expressly provided herein, ArtistShare is not responsible for any loss or damage of any sort relating to User dealings with these third-party sites or services. We encourage Users to be aware of when they leave the Services, and to read the terms and conditions and privacy policy of any third-party website or service that they visit. ArtistShare is not a party to such third-party agreements; they are solely between the User and the third party.

Indemnity

Each User agrees to defend, indemnify and hold harmless ArtistShare, its subsidiaries and affiliated companies, and their officers, directors, employees, contractors and agents from and against any and all claims, causes of action, damages, obligations, losses, liabilities, costs or debt, and expenses (including attorneys' fees and costs) and all amounts paid in settlement arising from or relating to use of the Services, breach of these Terms or violation of any laws. ArtistShare may assume the exclusive defense and control of any matter for which Users have agreed to indemnify ArtistShare and each User agrees to assist and cooperate with ArtistShare in the defense or settlement of any such matters.

No Warranty

ArtistShare HAS NO FIDUCIARY DUTY TO ANY USER. THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OR COURSE OF PERFORMANCE. USE OF THE SERVICES IS AT USER'S OWN RISK.

Waiver And Release

For Users in a jurisdiction that requires a specific statement regarding waiver and release then the following applies. For example, New York residents must, as a condition of this agreement, waive the applicability of New York Civil Code Section 1542 for unknown claims 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." EACH USER HEREBY WAIVES THIS SECTION OF THE NEW YORK CIVIL CODE AND ANY SIMILAR PROVISION IN ANY LAW, REGULATION OR CODE THAT HAS THE SAME EFFECT OR INTENT AS THE FOREGOING RELEASE.

Limitation Of Liability

ArtistShare (INCLUDING ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUBCONTRACTORS OR LICENSORS) IS NOT LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES OR, IN ANY EVENT, FOR DAMAGES EXCEEDING THE LESSER OF ONE HUNDRED U.S. DOLLARS ($100.00) OR THE FEES PAID TO ArtistShare FOR THE TRANSACTION FROM WHICH THE CAUSE OF ACTION AROSE. THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF ArtistShare HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE AND TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. For jurisdictions that do not allow ArtistShare to limit its liability: Notwithstanding any provision of the Terms, for Users in a jurisdiction that has provisions specific to waiver or liability that conflict with the foregoing, then ArtistShare's liability is limited to the smallest extent possible by law. Specifically, in those jurisdictions not allowed, ArtistShare does not disclaim liability for: (a) death or personal injury caused by its negligence or that of any of its officers, employees or agents; or (b) fraudulent misrepresentation or intentional misconduct; or (c) any liability which it is not lawful to exclude either now or in the future.

Assignment

The Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by any User, but may be assigned by ArtistShare without restriction or consent.

Termination; Survival

Termination of a User Account may result in the forfeiture and destruction of all information associated with the User Account. Users may terminate their User Account by following the instructions on the Services, but ArtistShare may retain the User Account information after termination in accordance with regulatory, accounting, and legal compliance procedures. All provisions of the Terms, that by their nature should survive termination, shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Governing Law

Users agree that: (a) the Services shall be deemed solely based in the State of Delaware; and (b) the Services shall be deemed a passive one that does not give rise to personal jurisdiction over ArtistShare, either specific or general, in jurisdictions other than Delaware. This Agreement shall be governed by the laws of the state of Delaware and applicable federal law, without respect to conflict of laws principles.

Binding Arbitration

Each User agrees that any and all disputes or claims that have arisen or may arise between such User and ArtistShare relating in any way to or arising out of this or previous versions of the Terms or your use of or access to the Services shall be resolved exclusively through final and binding arbitration, rather than in court, except that such User may assert claims in small claims court, if such User claims qualify. The Federal Arbitration Act governs the interpretation and enforcement of this agreement to arbitrate. There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages) and must follow the provisions of the Terms as a court would. To begin an arbitration proceeding, a User must send a letter requesting arbitration and describing the claim to our registered agent at 16192 Coastal Highway, Lewes, DE 19958.

The arbitration will be conducted by the American Arbitration Association (AAA) under its rules, including the AAA's Supplementary Procedures for Consumer-Related Disputes. The AAA's rules are available at www.adr.org or by calling 1-800-778-7879. Payment of all filing, administration and arbitrator fees will be governed by the AAA's rules. A User may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the county where such User lives or at another mutually agreed location. Users agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration, such User waives any right to a jury trial. User and ArtistShare also both agree that User or ArtistShare may bring suit in court to seek temporary or provisional remedies. If for any reason, any claim proceeds in court rather than in arbitration, the action shall be exclusively brought in a court of competent jurisdiction located in the state of Delaware.

Disclaimers and Taxes

Artists and other Users should be aware that many states impose charitable fund solicitation laws to guide direct or indirect fund solicitation activities in those states. While provisions vary state to state, these state laws typically include registration and reporting requirements. ArtistShare does not engage in any solicitation activities, and ArtistShare’s provision of Services is not a solicitation of charitable donations. Users who access or use the Services do so at their own volition and are entirely responsible for compliance with applicable law.
ArtistShare makes no representations, warranties or other assertions as to the potential tax deductible status of any Support by a Fan to a charitable cause or to a Project whose purported recipient is a recognized 501(c)(3) or other tax-advantaged organization under the Internal Revenue Code. The listing of an organization via the Services does not necessarily mean that the organization has been deemed— or remains currently deemed—a charitable or tax-advantaged organization by the Internal Revenue Service. ArtistShare is not a broker, agent, financial institution, creditor, or 501(c)(3) nonprofit corporation. All information and content provided by ArtistShare relating to the Services is for informational purposes only, and ArtistShare does not guarantee the accuracy, completeness, timeliness or reliability of any such information or content. No content is intended to provide financial, legal, tax or other professional advice.

Users are solely responsible for any taxes in connection with their use of the Services, including without limitation, assessment, collection, reporting, payment, audits, fines, interest, and any other costs and responsibilities associated therewith.

English Language

In the event of a conflict between the English language version of the Terms and any foreign language translation versions thereof, the English language version of the Terms shall govern and control. All disputes, claims and causes of action (and related proceedings) will be communicated in English. Unless otherwise explicitly stated, all materials found on the Services are solely directed to individuals, companies, or other entities located in the U.S.A.

Cooperation With Authorities and Police Enforcement

ArtistShare will cooperate with law enforcement authorities as required by law. We will cooperate with law enforcement agencies in any investigation of alleged illegal activity regarding the use of the Services when requested.

Notification Procedures
Users agree that ArtistShare may provide notifications to such User via email, written or hard copy notice, or through conspicuous posting of such notice on our website. Users may opt out of certain means of notification or to receive certain notifications.

Entire Agreement/Severability

The Terms, including any policies, agreements, terms, or laws referenced herein, are the entire agreement between each User and ArtistShare regarding its subject matter. If any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this agreement, which shall remain in full force and effect. No failure or delay on the part of ArtistShare in exercising any provision, right, or remedy provided in the Terms shall operate as a waiver thereof; nor shall any single or partial exercise of or failure to exercise any such provision, right, or remedy preclude any other or further exercise thereof or the exercise of any other provision, right, or remedy provided herein or at law or in equity. The headings contained in these Terms are for reference purposes only and shall not affect the meaning or interpretation of the Terms

Changes To Terms

ArtistShare may alter the Terms at any time, so please review them frequently. If a material change is made, ArtistShare may notify Users in the Services, by email, by means of a notice on the Services, or other places we think appropriate. A "material change" will be determined at ArtistShare's sole discretion, in good faith, and using common sense and reasonable judgment.

Contact

Contact ArtistShare, Inc. 

16192 Coastal Highway
Lewes, DE 19958