The African Art Hub Limited, a company organized and existing under the laws of the United Kingdom having its registered address at 71-75 Shelton Street, WC2H 9JQ, London, United Kingdom (hereinafter referred to as the “TAAH,” “we” or “our”).
TAAH provides a service for viewing, selling and purchasing original works of art and commercially exploiting digital images of works of art through our website, accessible at www.taah.co.uk (the “Site”) together with any services, software, tools, features or functionality made available by TAAH (each, a “Service” and collectively, the “Services”). Please read carefully the following terms and conditions (“Terms”) and our Privacy Policy, which may be found at https://taah.co.uk/privacy-policy (the “Privacy Policy”). These Terms, the Privacy Policy, and any other policies linked to herein, govern your access to and use of the Services, and constitute a binding legal agreement between you and TAAH.
Certain areas of the Services and your access to certain Services may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms and the terms and conditions posted for a specific area of the Services or for access to specific Services, the latter terms and conditions shall take precedence with respect to your use of or access to that area of the Services.
PLEASE READ THESE TERMS CAREFULLY. THESE TERMS INCLUDE AN AGREEMENT TO ARBITRATE, WHICH MEANS THAT YOU AGREE TO SUBMIT ANY DISPUTE RELATED TO YOUR USE OF THE SERVICES TO BINDING INDIVIDUAL ARBITRATION RATHER THAN PROCEED IN COURT. IF YOU WANT TO OPT-OUT OF THE AGREEMENT TO ARBITRATE, YOU MAY DO SO PROVIDED YOU FOLLOW THE PROCEDURES SET FORTH BELOW IN THE SECTION ENTITLED “AGREEMENT TO ARBITRATE”. THE DISPUTE RESOLUTION SECTION ALSO INCLUDES A CLASS ACTION WAIVER, WHICH MEANS THAT YOU AGREE TO PROCEED WITH ANY DISPUTE INDIVIDUALLY AND NOT AS PART OF A PROPOSED CLASS. THESE TERMS ALSO INCLUDE A WAIVER OF YOUR RIGHTS TO A TRIAL BY JURY IRRESPECTIVE OF WHETHER YOU AGREE TO ARBITRATE YOUR CLAIMS.
YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE SERVICES OR BY SELLING OR PURCHASING A WORK ON OR THROUGH THE SERVICES OR BY POSTING ANY CONTENT ON THE SERVICES, YOU ARE INDICATING THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS, WHETHER OR NOT YOU HAVE REGISTERED WITH THE SERVICES. IF YOU DO NOT AGREE TO THESE TERMS AND THE PRIVACY POLICY, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE SERVICES.
If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, “you” and “your” will refer and apply to that company or other legal entity.
DEFINITIONS AND INTERPRETATION
In this Agreement:
- Clients are defined as art collectors, art aficionados and any other third party that engages with, or are engaged by, the Agent in the provision of the agency services, including but not limited to Curators, Art Galleries, Museums and Art Fair Organizers.
- Artist is a person who has proven talents in the field of fine arts (illustrations, photography, Installation art, sculpture, painting, mosaic, drawing, artistic design, ceramics, performance art and animation);
- Force Majeure means the delay or non-performance of its obligations hereunder (or part thereof) if the cause of delay or non-performance is an event which is unforeseeable, beyond the control of the Party affected, and cannot be remedied by the exercise of reasonable diligence including without limitation acts of God, acts of civil or military authority, governmental orders, war, fire, explosion, labor unrest (except if limited to the Party affected) or epidemic.
- Notice means a notification as defined in this Agreement.
- Territory means any country in the world, without limitation.
- Works means any works or projects elaborated by the Artist independently and upon assignment, and works commissioned by Clients, including but not limited to fine arts, illustrations, photography, sculpture, painting, mosaic, drawing, artistic design, ceramics, and animation.
- Promotions means promoting the artist’s work on: (a) Our website; (b) social media; (c) our newsletter or catalogs; and (d) portfolio promotions.
In this Agreement, unless the context means a different interpretation is needed:
- Including means “including without limitation”;
- Words denoting the singular include the plural and vice versa, and words denoting any gender include all genders;
- A party means a party to this Agreement and includes its assignees and successors in title and, in the case of an individual, to his estate and personal representatives;
- Reference to a statute or statutory provision includes any modification of or amendment to it, and all statutory instruments or orders made under it.
The headings in this Agreement are for convenience only and do not affect its meaning. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same agreement.
Any reference in this Agreement to this Agreement or any other document shall be construed as a reference to this Agreement or any other document as they may have been or may from time to time be amended, varied, novated, or supplemented. Similarly, reference to a clause shall be construed as a reference to a clause of this Agreement.
Modifications to these Terms
TAAH reserves the right, at its sole discretion, to modify, discontinue or terminate the Services or to modify these Terms, at any time and without prior notice. If we modify these Terms, we will post the modification on the Services or provide you with notice of the modification. We will also update the “Last Updated Date”. By continuing to access or use the Services after we have posted a modification on the Services or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Services. We encourage you to check back regularly to review these Terms.
Modifications to the Services
We reserve the right to change the URL, modify or discontinue, and restrict or block access to, the Services without notice to you. We may modify or remove any Original Works of Art (as defined below), Digital Works (as defined below), TAAH Content (as defined below) or Art Content (as defined below) from the Services at any time without notice to you, including the removal of any works of art or content that we believe to be obscene, lewd, lascivious, filthy, excessively violent, harassing, or otherwise objectionable.
Occasionally, there may be information on the Services that contains typographical errors, inaccuracies or omissions. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information if any such information on the Services is inaccurate at any time without prior notice. We undertake no obligation to update, amend or clarify information in the Services, except as required by applicable local, state or international laws, regulations, or statutes. No specified update or refresh date applied to the Services should be taken to indicate that all information on the Services has been modified or updated.
Eligibility
The Services are intended solely for persons who are 18 or older. Any access to or use of the Services by anyone under 18 is expressly prohibited. By accessing or using the Services you represent and warrant that you are 18 or older.
Account Registration
In order to list a work on the Services or to make a purchase through the Services, (other than users who utilize the guest checkout option), you will be required to provide certain information including your credit/debit card details. 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, for example if you become VAT registered. TAAH 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. You will immediately notify TAAH of any unauthorized use of your Account.
Privacy
See TAAH’s Privacy Policy at https://taah.co.uk/privacy-policy for information and notices concerning TAAH’s collection and use of your personal information.
Purchaser Terms and Conditions
Purchases of Original Works of Art
When you purchase an Original Work of Art through the Services, you are purchasing the work from the Artist identified on the listing for such work and not from TAAH. Prices for Original Works of Art will be as specified on the applicable listing. You acknowledge that prices do not include shipping and handling charges (unless specifically indicated on the Site) or applicable Taxes (defined below) including VAT, if any, for which you are responsible and which will be separately identified on your receipt. TAAH and/or its third party service providers will collect your billing and shipping information and process your payment. Certain Original Works of Art (including, but not limited to, oversized works and sculptures) may require additional shipping and handling charges and special arrangements. The Artist identified on the listing of the Original Work of Art will ship the purchased work directly to you. The terms and conditions of TAAH’s then-current Return Policy apply to any Original Works of Art that you purchase through the Services.
Purchases of Printed Works
You may purchase Printed Works that are listed by TAAH’s Artists on the Services. Prices for Printed Works will be as specified on the applicable listing. You acknowledge that prices do not include shipping and handling charges or applicable Taxes (defined below), including VAT, if any, for which you are responsible and that will be separately identified on your receipt. When you purchase Printed Works through the Services, TAAH and its third party service providers will collect your billing and shipping information will be collected, your payment will be processed, Printed Works will be shipped directly to you. The terms and conditions of TAAH’s then-current Return Policy apply to any Printed Works that you purchase through the Services.
Order Cancellations
TAAH reserves the right to cancel any order for an Original Work of Art or Printed Work placed via the Services if TAAH determines, in its reasonable discretion, that the item is mispriced, out of stock, discontinued, or otherwise unavailable at the price listed via the Services. If TAAH cancels an order placed via the Services, TAAH will send you an email confirmation of such cancellation and you will not be charged for your order.
Terms for both Sellers and Purchasers
Transaction Restrictions
If you have submitted a listing for an Original Work of Art or a Digital Work and have been contacted through the Services by a Client with respect to purchasing either of the foregoing, or a similar work or custom piece related to a listed work of art, you may not sell such Original Work of Art or Digital Work to such Client independent of TAAH and the Services. Similarly, if you are a Client and desire to purchase an Original Work of Art or Digital Work for which our Artist has submitted a listing, or a similar work or custom piece related to a listed work of art, you may not purchase such Original Work of Art or Digital Work from such Artist independent of the TAAH and the Services.
Taxes
All prices, commissions, fees and other amounts referred to in these Terms, including any prices, commissions and fees set forth on the Services, are stated in U.S. dollars and do not include any sales, use, value added (“VAT”), goods and services or similar taxes or withholding taxes or any customs, duties or tariffs that may be assessed by any governmental tax authority or that are otherwise payable under applicable law with respect to the purchase, sale and licensing transactions contemplated hereunder (collectively, “Taxes”). If you are a seller of Original Works of Art and/or Printed Works, you acknowledge that TAAH will withhold the Taxes required to be withheld from the payments TAAH makes to you. Seller must fill out appropriate Tax forms prior to any amounts being paid, as follows:
If you are a purchaser of Original Works of Art and/or Printed Works, you acknowledge that Taxes including VAT will be added to the amounts charged, when required or when allowed to do so. Each party will be responsible for complying with any and all obligations imposed on it under applicable law with respect to the collection and payment of any Taxes including VAT. Each party will cooperate with the other party, and furnish the other party with any customary written documentation or forms required under applicable law to enable the other party to comply with such obligations or to exercise any rights available under applicable law to minimize or to qualify for an exemption from any such obligations.
Colour
You understand and agree that TAAH uses commercially reasonable efforts to display the colours of Original Works of Art, Digital Works and Printed Works accurately via the Services. However, because individual computer monitors may display colors differently, TAAH is not responsible for the color accuracy of any Original Works of Art, Digital Works or Printed Works displayed on the Services, and disclaims all liability in this regard.
Art Content
In addition to submitting listings for Original Works of Art and Digital Works, TAAH may, in its sole discretion, designate areas of the Services in which Artist can post, upload, publish or submit text, graphics, audio, video, images of works of art or other content on or to the Services (individually or collectively, “Art Content”). “Art Content” excludes any images of Original Works of Art or Digital Works for which an Artist submits a listing, as described under “Seller Terms and Conditions” above. TAAH does not claim any ownership rights in any such Art Content and nothing in these Terms will be deemed to restrict any rights that one may have to use and exploit any such Art Content. By making available any Art Content on or through the Services, (i) you grant TAAH a worldwide, nonexclusive, transferable, royalty-free, commission-free license to crop, resize, publicly display, publicly perform, distribute, broadcast and transmit such Art Content on or through the Services in any form, medium or technology now known or later developed, for the purpose of promoting TAAH, the Services, and (ii) you grant directly to others the right and license to view your Art Content on or through the Services only in connection with such Artist’s authorized use of the Services. You reserve all other rights and licenses in and to any Art Content that you make available on or through the Services.
You acknowledge and agree that you are solely responsible for any Art Content that you make available on or through the Services. You represent and warrant that:
(i) you are the sole and exclusive owner of all Art Content that you make available on or through the Services or that you have all rights, licenses, consents and releases that are necessary to make available such Art Content and to grant all rights and licenses in such Art Content as granted under these Terms; and
(ii) neither the Art Content nor your making available any Art Content on the Services nor any use of any Art Content as permitted under these Terms will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
TAAH Content
TAAH may also make available through the Services text, graphics, audio, video and images of works of art (collectively, “TAAH Content”), some of which is owned by TAAH (“TAAH-owned Content”), and some of which is made available under license by a third party (“TAAH-licensed Content”). TAAH authorizes you to download, view and print TAAH-owned Content solely for your personal use in visiting the Services and, if you are a Client, in connection with exercising the rights granted to Client under these Terms. For TAAH-licensed Content, the scope of your rights thereto will be solely as set forth in the applicable license agreement that governs the use of such content, as identified on the Services where such content appears. Nothing in these Terms is intended to modify, restrict or limit the scope of your rights as to such TAAH-licensed Content. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by TAAH or its licensors, except for the licenses and rights expressly granted in these Terms.
General Prohibitions
You agree not to do any of the following:
- Post, upload, publish, submit or transmit any text, graphics, images, software, music, audio, video, information or other material that:
(a) 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;
(b) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability;
(c) is fraudulent, false, misleading or deceptive;
(d) is defamatory, obscene, pornographic, vulgar or offensive;
(e) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group;
(f) is violent or threatening or promotes violence or actions that are threatening to any other person; (g) harms minors in any way; or
(h) promotes illegal or harmful activities, products or substances.
2. Use, display, mirror or frame the Services, or any individual element within the Services, TAAH’s name, any TAAH trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without TAAH’s express written consent;
3. Access, tamper with, or use non-public areas of the Services, TAAH’s computer systems or network, or the technical delivery systems of TAAH’s providers;
4. Attempt to probe, scan or test the vulnerability of any TAAH system or network or breach any security or authentication measures;
5. Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by TAAH or any of TAAH’s providers or any other third party (including another user) to protect Services, TAAH Content or Art Content;
6. Attempt to access or search Services, TAAH Content or Art Content or download TAAH Content or Art 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 TAAH or other generally available third party web browsers;
7. Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
8. Use any meta tags or other hidden text or metadata utilizing a TAAH trademark, logo URL or product name without TAAH’s express written consent;
9. Use Services, TAAH Content or Art Content for any commercial purpose or the benefit of any third party in any manner not otherwise permitted by these Terms;
10. 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, TAAH Content or Art Content to send altered, deceptive or false source-identifying information;
11. Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services, TAAH Content or Art Content;
12. 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;
13. Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
14. Impersonate or misrepresent your affiliation with any person or entity; and
15. Violate any applicable law or regulation; or Encourage or enable any other individual to do any of the foregoing.
TAAH will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. TAAH may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that TAAH has no obligation to monitor your access to or use of the Services or to remove any Art Content, but has the right to do so for the purpose of operating the Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. TAAH reserves the right, at any time and without prior notice, to remove or disable access to any Art Content, listings for Original Works of Art or Digital Works, TAAH Content or any other text, graphics, images, software, music, audio, video, information or other content or material that TAAH, at its sole discretion, considers to be objectionable, in violation of these Terms or otherwise harmful to the Services.
ADDITIONAL TERMS AND CONDITIONS
TAAH’s Intellectual Property
The Services and TAAH Content are protected by copyright, trademark and other laws of the United Kingdom having its registered address at 71-75 Shelton Street, WC2H 9JQ, London, UK. Except as expressly provided in these Terms, TAAH and its licensors exclusively own all right, title and interest in and to the Services and TAAH Content, including all associated intellectual property rights. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or TAAH Content.
Copyright Policy
TAAH respects copyright law and expects its users to do the same.
Links
The Services may contain links to third-party websites or resources. You acknowledge and agree that TAAH is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by TAAH of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.
Termination and Account Cancellation
If you breach any of these Terms, TAAH will have the right to suspend or disable your Account or terminate these Terms, at its sole discretion and without prior notice to you. TAAH reserves the right to revoke your access to and use of the Services, TAAH Content and Art Content at any time, with or without cause. In the event TAAH terminates these Terms for your breach, you will remain liable for any amounts due hereunder. You may cancel your Account at any time by sending an email to info@taah.co.uk.
Payments
If you wish to purchase an Original Work of Art or Printed Work, or any other product or service via the Services, you may be asked by us or our designee to supply certain information relevant to your purchase, including, without limitation, credit card number, expiration date, billing address, VAT ID, and shipping information. 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 PURCHASE. 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 Services. Verification of information may be required prior to acceptance of any order through the Services.
Charges
We reserve the right, with or without prior notice, to: change descriptions or references to artworks, products, subscriptions, software or services; limit the available quantity of any artworks, products, subscriptions, software, or services; honor, or refuse to honor, any coupon, coupon code, promotional code or other similar promotions; and/or refuse to provide any user of the Services with any products, subscriptions, software or services. We may modify any points, rewards, or the terms that govern their usage, at our sole discretion, and such modifications may make the points or rewards more or less common, valuable, effective, or functional.
Disclaimers
THE SERVICES, TAAH CONTENT AND Art Content ARE PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, TAAH 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. TAAH MAKES NO WARRANTY THAT THE SITE, SERVICES, TAAH CONTENT OR ART CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. TAAH MAKES NO WARRANTY REGARDING THE QUALITY OF ANY WORKS, SERVICES, CONTENT OR PRODUCTS PURCHASED OR OBTAINED THROUGH THE SERVICES OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE SITE OR SERVICES.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM TAAH 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.
Indemnity
You agree to defend, indemnify, and hold TAAH, its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Services, TAAH Content or Art Content, or your violation of these Terms.
Limitation of Liability
You acknowledge and agree that, to the maximum extent permitted by law, the entire risk arising out of your access to and use of the Services, TAAH Content and Art Content remains with you. Neither TAAH nor any other party involved in creating, producing, or delivering the Services, TAAH Content or Art Content will be liable for any incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with these Terms or from the use of or inability to use the Services, TAAH Content or Art Content, or other persons with whom you communicate or interact as a result of your use of the Services, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not TAAH has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose.
In no event will TAAH’s aggregate liability arising out of or in connection with these Terms or from the use of or inability to use the Services, TAAH Content or Art Content exceed: (i) if you are an Artist who has sold Original Works of Art or has licensed Digital Works and has received any Artist Revenue Share from TAAH from the sale of Printed Works, the total payments made or credited to you by TAAH for the sale of your Original Works of Art and/or from the sale of Printed Works based on your licensed Digital Works during the three (3) month period preceding the date a claim for liability arises under these Terms; and (ii) if you are a Client who has purchased Original Works of Art or Printed Works, the total payments that you made to TAAH for the Original Works of Art and/or Printed Works that are the subject of a claim. The limitations of damages set forth above are fundamental elements of the basis of the bargain between TAAH and you. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you.
Proprietary Rights Notices
All trademarks, service marks, logos, trade names and any other proprietary designations of TAAH used herein are trademarks or registered trademarks of TAAH or its licensors. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.
DISPUTE RESOLUTION
Applicable Laws & Jurisdiction
The Parties agree that this agreement shall be governed and construed in accordance with the laws of England. Any disputes shall be settled by arbitration, whose base shall be England; the rules and provisions of the London Court of International Arbitration shall apply. One (1) or three (3) arbitrators shall be appointed. If the arbitration is presided over by three arbitrators, each party shall elect its arbitrator, and both arbitrators shall appoint the third who shall act as chairman. The arbitrators shall make their award in accordance with the rules of law.
Informal Resolution
It is our goal that the Services meet your expectations and provide excellent service. However, there may be instances when you feel that we have made a mistake or left you disappointed in some way. In those instances, we are committed to working with you to reach a reasonable resolution that satisfies you; however, we can only do this if we know about and understand your concern. Therefore, for any problem or dispute that you may have with us, you acknowledge and agree that you will, as an initial matter, email us at legal@leafgroup.com to describe to us the nature of your complaint or dissatisfaction. This should lead to resolution, but if for some reason your problem or dispute is not resolved satisfactorily within thirty (30) days after our receipt of your written description of it, you agree to the further dispute resolution provisions below. To the extent permitted by applicable law, the informal resolution process described in this paragraph is a precondition to pursuing any other process, so please do not forget to contact us first.
Mutual Agreement to Arbitrate
PLEASE READ THIS AGREEMENT TO ARBITRATE CAREFULLY TO UNDERSTAND YOUR RIGHTS. BY ELECTING ARBITRATION, YOU AND WE AGREE TO ARBITRATE ANY CLAIMS, TO THE FULLEST EXTENT PERMITTED BY LAW, UNLESS YOU OPT-OUT. YOU AND WE AGREE THAT ALL SUCH CLAIMS WILL BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT AS A PROPOSED CLASS ACTION. WHETHER OR NOT YOU OPT-OUT, HOWEVER, YOU ARE GIVING UP A RIGHT TO A TRIAL BY JURY. YOU AND WE UNDERSTAND THAT DISCOVERY AND APPEAL RIGHTS ARE MORE LIMITED IN ARBITRATION. The arbitrator, and not any state, local, or other court or agency, WILL have the exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this Agreement to arbitrate, including but not limited to, any claim that all or any part of this terms and conditions’ agreement to Arbitrate is void or voidable.
Means and Fees
In the interest of efficiency and fairness, you and we agree that the arbitration proceeding will be based solely on written submissions, unless the arbitrator deems an oral hearing strictly necessary. Should the arbitrator deem an oral hearing to be necessary, such hearing will be conducted via telephone or other electronic or technical means, or if that’s not possible, in person in the jurisdiction where you reside or at another mutually agreed upon location. The language of the arbitration will be English or, for users who reside outside of the UK., the official language of your jurisdiction. The arbitrator’s award will be final and binding, and judgment may be entered upon it by any court having jurisdiction thereof. Each party will have the right to use legal counsel in connection with arbitration at its own expense. If you initiate arbitration, we will reimburse you for filing, administration and arbitrator fees for claims totaling less than USD $10,000, unless the arbitrator determines the claims are frivolous. We are not responsible for reimbursing you for costs incurred by you for legal counsel, travel or other out-of-pocket costs or expenses. We will not seek attorneys’ fees and costs in arbitration unless the arbitrator determines the claims are frivolous.
Right to Opt-Out
YOU HAVE A RIGHT TO OPT-OUT OF THIS AGREEMENT TO ARBITRATE by sending an email to info@taah.co.uk to The African Art Hub Limited. Such opt-out must be given within the earlier of thirty (30) days of approving your first purchase of products on the Services or your first upload of artwork to the Services or if we make any changes to this Agreement to Arbitrate which alter your rights, within thirty (30) days after the effective date of such revision to this Agreement to Arbitrate. Any opt-out received after such a deadline will be ineffective and this Agreement to Arbitrate will remain in full force and effect, except as expressly provided above. If you opt-out of this Agreement to Arbitrate, we also will not be bound by the terms of this Agreement to Arbitrate.
Class Action Waiver
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NO ARBITRATION OR OTHER CLAIM UNDER THESE TERMS WILL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, INCLUDING ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER OF THE SERVICES, AND NO CLASS, COLLECTIVE, AND/OR REPRESENTATIVE ARBITRATION PROCEEDINGS WILL BE PERMITTED. In the event that this CLASS ACTION WAIVER is deemed unenforceable with respect to any particular claim otherwise subject to arbitration, then that claim will not proceed in arbitration but rather will be resolved in a court of competent jurisdiction. If that occurs, however, this Agreement to Arbitrate and this Class Action Waiver still will be fully enforceable as to all other claims, which must be resolved in arbitration on an individual basis.
Waiver of Trial by Judge or Jury
The waiver or failure to require the performance of any covenant or obligation contained herein shall not be deemed to constitute a waiver of a similar later breach.
Assignment
You may not assign or transfer these Terms, by operation of law or otherwise, without TAAH’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. TAAH may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind, and inure to the benefit of the parties, their successors and permitted assigns.
Notices
Any notices or other communications permitted to be required hereunder, including those regarding modifications to these Terms, will be in writing and given: (i) by TAAH via email (in each case to the address that you provide) or (ii) by posting to the Services. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
General
The failure of TAAH to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of TAAH. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
Entire Agreement
These Terms constitute the entire and exclusive understanding and agreement between TAAH and you regarding the Services and these Terms supersede and replace any and all prior oral or written understandings or agreements between TAAH and you regarding the Services.
Contacting TAAH
If you have any questions about these Terms, please contact TAAH at info@taah.co.uk.
