PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS APPLICATION

These terms of use constitute a legal contract between you and Gorilla Arm Ltd (we or us) in relation to your use of the Rtist application software, an online platform that connects artists with end-users who want to commission artwork (the App).

The App requires a iOS device with internet access and the iOS 9 operating system.

We license use of the App to you on the basis of these terms of use (and subject to any other terms, rules or policies applied by any third party from whose site you download the App). We are not selling the App to you and we will remain the sole and exclusive owner of the App at all times.

By downloading the App, or clicking on the "Accept" button below, you agree to these terms of use, which will be legally-binding on you whether or not you commission any artwork through the App. Please note, in particular, the limitations on our liability which are set out in paragraph 5 below. If you do not agree to these terms of use, we will not license the use of the App to you, and you must stop downloading the App by clicking on the "Cancel" button below.


1) ACKNOWLEDGEMENTS

1.1 These terms of use apply to your use of the App, and any updates or supplements to the App (unless they come with separate terms of use, in which case those separate terms of use will apply). If any open-source software is included in the App, the terms of an open-source licence may override some of these terms of use.

1.2 We may change these terms of use, at any time, by sending you an SMS or e-mail with details of the change or notifying you of the change when you next use the App. The new terms of use may also be displayed on-screen and you may be required to read and accept them in order to continue using the App.

1.3 From time to time, updates or supplements to the App may be issued. Depending on the update/supplement, you may not be able to use the App until you have downloaded the latest version (and accepted any new terms of use).

1.4 If you download the App onto a device which you do not own, we will assume you have obtained permission to do so from the owner of that device. You and they may be charged by your and their service providers for internet access on the device. You accept responsibility, in accordance with these terms of use, for the use of the App on any device, whether or not it is owned by you. Also, by using the App on any device, you consent to us collecting and using technical information about that device.

1.5 When using the App, you acknowledge that internet transmissions are never completely private or secure. You understand that any material or information that you send using the App may be read or intercepted by others (even if there is a special notice that a particular transmission is encrypted).

1.6 The App may contain links to independent, third-party websites. These are not under our control, and we are not responsible for (and do not endorse) their content or any of the services they provide. You need to make your own judgment about your use of such websites, and the purchase/use of any products or services available through them.

2) GRANT AND SCOPE OF LICENCE

2.1 In consideration of you agreeing to comply with these terms of use, we grant you a non-transferable, non-exclusive licence to use the App on your device(s), subject to these terms of use (and any other terms, rules or policies applied by any third party from whose site you download the App). We expressly reserve all other rights to the fullest extent.

2.2 You may download a copy of the App onto your device to view, use and display the App for your personal purposes only.

2.3 Except as set out in these terms of use, or as permitted by law, you agree:

(a) not to copy the App, except where such copying is incidental to the normal use of the App, or is necessary for the purpose of back-up or operational security, in which case you must include our copyright notice on all copies of the App that you make (on any medium or in any format) and keep all such copies of the App secure;

(b) not to rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the App, or make any alterations or modifications to the App, or any part of the App, or permit the App (or any part of it) to be combined with, or become incorporated into, any other application, program or software;

(c) not to disassemble, decompile, reverse-engineer or create derivative works based on the App, or any part of the App, or attempt to do any such thing except to the extent that (by virtue of Section 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of the App with another software program, and provided that the information obtained by you during such activities (i) is used only for the purpose of achieving inter-operability of the App with another software program (ii) is not unnecessarily disclosed or communicated to any third party without our prior written consent and (iii) is not used to create any software that is the same as, or substantially similar to, the App.

(d) not to provide the App, or to otherwise make it available, in whole or in part, in any form (including as object or source code), to any person without our prior written consent; and

(e) to comply with all technology control and export laws and regulations that apply to the technology used or supported by the App (the Technology).

3) ACCEPTABLE USE OF THE APP

3.1 You must:

(a) not use the App in any unlawful manner, for any unlawful purpose, or in any manner that is inconsistent with these terms of use, or act fraudulently or maliciously when using the App, for example (without limitation), by hacking or inserting malicious code, including viruses or harmful data, into the App or any related device or operating system;

(b)not infringe our intellectual property rights, or those of any third party, through your use of the App including (without limitation) when submitting material to commission any prospective artwork through the App;

(c)when using the App, transmit any material that is defamatory, illegal, offensive or otherwise objectionable;

(d) not use the App in a way that could damage, disable, overburden, impair or compromise our (or any other party’s) systems or security or interfere with any other users of the App;

(e) not collect any information or data from the App, or from any of our systems, or attempt to decipher any transmissions to or from the servers running the App at any time.

4) INTELLECTUAL PROPERTY RIGHTS

4.1 You acknowledge that all intellectual property rights in the App and the Technology belong to us (or our licensors), that rights in the App are licensed (not sold) to you, and that you have no rights in, or to, the App or any of the Technology other than the right to use them in accordance with these terms of use. Without limiting the scope of this paragraph 4.1, you expressly acknowledge and agree that you have no right to the App or the Technology in source-code form.

4.2 All content uploaded to (or otherwise made available through) the App by you, from time to time and for any purpose, remains your sole and exclusive property. You acknowledge and agree that you are solely responsible for all such content and warrant that (a) you are either the sole and exclusive owner of such content, or you have all rights, licenses, consents and releases necessary to grant to us, and the relevant artist, the rights to use that content for the purposes of, and otherwise in connection with, the App and, if applicable, the commissioning, creation and completion of any resulting artwork and (b) your uploading of that content, and our and the relevant artist’s use of that content through, or by means of, the App does not (and will not) infringe the intellectual property rights of any third party. We do not routinely review, and we are not responsible or liable for, any content that you upload to (or otherwise make available through) the App.

5) OUR LIABILITY

5.1 You acknowledge that the App has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the functions of the App, and the services available through it, meet your own requirements.

5.2 We only license the App to you for your domestic and private use. You agree not to use the App for any commercial, business, public or re-sale purposes. If you use the App for any such purpose(s), you are in breach of these terms of use and, in any event, we will not be liable to you for any resulting loss of profit, business or business opportunity.

5.3 If you commission artwork through the App, and an artist accepts the commission by e-mail, that will constitute a separate legally-binding contract between you and the relevant artist. We are not a party to that contract. In the event of any dispute arising in connection with a commission, you should first try to resolve that directly with the artist. If you cannot resolve the dispute, we will consider each case individually and try to assist the parties in finding a solution. However please remember that, while we will try to facilitate the resolution of any such dispute, we will not be a party to the commission and so we will have no control over the actions or conduct of the artist in relation to the commission.

5.4 We try to keep the App secure, and functioning properly, at all times but we cannot guarantee the continuous operation of, or continued access to, the App. We will not be liable to you for any losses that you may incur in connection with (a) your use of, or your inability to use, the App (b) any virus or other malicious software transmitted as a result of (or any damage to any hardware device caused by) your use of the App or (c) the content, actions or inactions of any other users of the App (or any other third parties).

5.5 We will not be liable or responsible, in connection with the App or any part of the Technology, or your use (or the availability) thereof, for any act or event that is beyond our reasonable control, including (without limitation) any failure of any public or private telecommunications network. If such an act or event affects the performance of any of our express or implied obligations to you, those obligations will be suspended, and the time for performance of those obligations will be extended for the duration of the relevant event or period. In any event, we will use our reasonable endeavours to find a solution so that the obligations in question can be performed despite the occurrence of the act or event in question.

5.6 In any event, our maximum aggregate liability to you, in connection with your use of the App and/or the Technology, whether in contract, tort or otherwise, will in all circumstances be limited to the value of any artwork that you commission through the App. However, nothing in these terms of use will limit or exclude our liability to you for (a) any death or personal injury resulting from our negligence (b) any fraud or fraudulent misrepresentation or (c) any other liability that cannot be excluded or limited under English law.

6) TERMINATION

6.1 We can terminate your license of the App immediately, by giving you notice to that effect, at our sole discretion or if you breach (a) any of these terms of use or (b) the terms of any commission you enter into with any artist through the App.

6.2 On such termination, for any reason (a) all rights granted to you under these terms of use will cease (b) you must immediately cease all activities authorised by these terms of use, including (without limitation) your use of the App itself (c) you must immediately delete or remove the App from all devices that are owned or controlled by you, (and immediately destroy all copies of the App in your possession, custody or control) and (d) we may remotely access any and all such devices and remove the App from all of them and otherwise cease providing you with access to the App.

7) OTHER IMPORTANT TERMS

7.1 If you want to contact us, or if any of these terms of use require you to give us notice in writing, you can do so by sending an e-mail to hello@rtistapp.com or a notice by pre-paid post to Gorilla Arm Ltd, 145-157 St John Street, London EC1V 4PW. If we have to contact you, or give you written notice, we will usually do so by e-mail or by SMS.

7.2. We may transfer our rights and obligations under these terms of use to another organisation, but this will not affect your rights or obligations. You may only transfer your rights or obligations under these terms of use, to another person, if we agree in writing.

7.3 If we fail to insist that you perform any of your obligations under these terms of use, or if we do not enforce (or we delay enforcing) our rights against you, that does not mean we have waived our rights against you or that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that does not mean we will automatically waive any later default by you.

7.4. Each of these terms of use operate separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining terms of use will remain in full force and effect.

7.5. These terms of use, and their subject matter, are governed by (and will be construed in accordance with) English law. You and we both agree that the courts of England will have exclusive jurisdiction to settle any dispute or claim which arises in connection these terms of use or their subject matter. However, if any potential dispute or claim arises, in the first instance, please contact us to try to seek a resolution. We would usually seek to resolve any such potential dispute or claim through alternative dispute resolution procedures (such as mediation or arbitration) as opposed to litigation.



We may change these terms of use, at any time, by posting the amended version here. We may also notify you of the changes by SMS, e-mail or when you next use the App. The amended terms of use may also be displayed on the screen of your device, and you may be required to read and accept them, in order to continue using the App. In any event, the amended terms of use will be effective fourteen (14) days after they are initially posted here. Your use of the App after that date will constitute your acceptance of the amended terms of use.

Any questions, comments or requests regarding these terms of use should be addressed to hello@rtistapp.com