Please read these Terms and Conditions (“Terms“) carefully before using the website, https://www.seezlo.artificio.org/ (the “Platform”). These Terms are entered into by and between you (“you” or “your”) and Artificio Inc. (“Company”, or “us” or “we” or “our”). We and our affiliates own all rights, title, and interest in and to the Platform. These Terms, together with our Privacy Policy and other documentation, guidelines or policies we may provide in writing, govern your access and use of the Platform, including any content, functionality and services offered on or through the Platform, whether as a guest or registered user. Your access to and use of the Platform is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Platform.

THESE TERMS INCLUDE IMPORTANT INFORMATION ABOUT LIMITATIONS OF LIABILITY, AN AGREEMENT TO SUBMIT ALL DISPUTES TO INDIVIDUAL MANDATORY ARBITRATION, AND CLASS WAIVER. PLEASE READ CAREFULLY.

By accessing or using the Platform you agree to be bound by these Terms and all applicable laws. If you disagree with any part of the Terms then you may not access or use the Platform.

This Platform is offered and available to users who are 18 years of age or older. By using this Platform, you represent and warrant that you are of legal age to form a binding contract with the Company. If you use the Platform on behalf of another person or entity, you represent and warrant that you have the authority to accept the Terms on their behalf.

When you create an account with us, you must provide us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of your account on our Platform.

You are responsible for safeguarding the password that you use to access the Platform and for any activities or actions under your password, whether your password is with our Platform or a third-party service.

You agree not to disclose your password to any third party. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.

You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than you without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene. If you represent a legacy artist please contact us to help assist the verification and process by sending us an email at info@artificio.org.

Through your account on the Platform, you have a non-exclusive right to use the Platform in accordance with these Terms.

We appreciate feedback, comments, ideas, proposals and suggestions for improvements. If you provide any of these things, we may use it without restriction or compensation to you.

You are responsible for safeguarding the password that you use to access the Platform and for any activities or actions under your password, whether your password is with our Platform or a third-party service.

You may not (i) use the Platform in a way that infringes, misappropriates or violates any person’s rights; (ii) reverse assemble, reverse compile, decompile, translate or otherwise attempt to discover the source code or underlying components of models, algorithms, and systems of the Platform (except to the extent such restrictions are contrary to applicable law); (iii) use output from the Platform to develop models that compete with the Platform; (iv) use any automated or programmatic method to extract data or output from the Platform, including scraping, web harvesting, or web data extraction; or (v), send us any personal information of children under 13 or the applicable age of digital consent. You will comply with any other requirements in our documentation. You may use the Platform only in geographies currently supported by us.

The Platform is a showcase of artistic content and a platform to help artists establish the provenance and authenticity of artworks. Our Platform allows you to post, link, store, share and otherwise make available certain information, text, visuals, images, artworks, graphics, or other material (“Content“). You are responsible for the Content that you post to the Platform, including its legality, reliability, and appropriateness. We only accept Content that is a form of artistic expression. While the definition of art is open to interpretation, we reserve the right to remove any Content that is illegal, threatening, harassing, defamatory or that encourages violence or crime, as well as any Content that we deem, in our sole discretion, to be inappropriate, including but not limited to Content that contains nudity (except for artistic nudity), pornography, sexually explicit or obscene content. We welcome users of the Platform to report and flag any inappropriate content by sending us an email to info@artificio.org with “Seezlo: Content Moderation” in the subject line.

By posting Content to the Platform, you grant us the right and license to use, modify, publicly perform, publicly display, reproduce, and distribute such Content on and through the Platform. You retain any and all of your rights to any Content you submit, post or display on or through the Platform and you are responsible for protecting those rights. You agree that this license includes the right for us to make your Content available to other users of the Platform, who may also use your Content subject to these Terms.

You represent and warrant that: (i) the Content is yours (you own it) or you have the right to use it and grant us the rights and license as provided in these Terms, and (ii) the posting of your Content on or through the Platform does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person.

We respect the intellectual property rights of others. It is our policy to respond to any claim that Content posted on the Platform infringes the copyright or other intellectual property rights (“Infringement“) of any person or entity.

The Platform showcases both public domain and copyright protected artworks. The latter are presented in accordance with fair use principle:

• as historically significant artworks;
• as used for informational and educational purposes;
• as readily available on the internet; and
• as low resolution copies unsuitable for commercial use.

We respond to notices of alleged copyright infringement and will remove copyright protected artworks, and/or block them for users from countries where infringement is alerted. In addition, an artist or its duly authorized representatives may use a multi-party verification pipeline on the Platform to claim and credit their own work to ensure that a third party is not falsely claiming ownership of the artwork. If you notice any instance(s) of false claim of ownership to any Content on the Platform, please contact us at info@artificio.org with “Seezlo: IP Infringement” in the subject line.

If you are a copyright owner, or authorized on behalf of one, and you believe that the copyrighted work has been copied in a way that constitutes copyright infringement that is taking place through or on the Platform, you must submit your notice in writing toinfo@artificio.org with “Seezlo: Copyright Infringement” in the subject line, your contact information, and a detailed description of the alleged Infringement. Your notice must comply with the Digital Millennium Copyright Act (17 U.S.C. §512) (the “DMCA”). Upon receipt of a DMCA-compliant notice, we will respond and proceed in accordance with the DMCA.

You may be held accountable for damages (including costs and attorneys' fees) for misrepresenting that any Content is infringing your copyright.

We currently allow submissions of artworks that have been generated or created with the help of artificial intelligence, also known as Generative AI, onto our Platform as part of a user’s portfolio to add to the collection of artworks showcased on the Platform. We intend the Platform to assist in the ongoing and growing conversation about artworks generated by artificial intelligence versus artworks generated by natural persons and be used as a tool to help assess provenance, authenticity, novelty, particularly in comparing human generated artworks with AI generated artworks.

Please note that the Platform, Seezlo, is not Generative AI, but rather, an accelerated research and development laboratory for visual intelligence that serves as a visual search engine and database for all types of artworks.

Our Platform may contain links to third-party web sites, software, applications, services or other products (collectively, “Third Party Sites”) that are not owned or controlled by the Company and they are subject to their own terms of the respective third party.

We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any Third Party Sites. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such Third Party Sites.

We strongly advise you to read the respective terms and conditions and privacy policies of any Third Party Sites that you visit, use or access.

We may terminate or suspend your account immediately, without prior notice or liability, for any reason whatsoever, including without limitation, a breach of these Terms. Upon termination, your right to use the Platform will immediately cease.

If you wish to terminate your account, you may simply discontinue using the Platform at any time or contact us at info@artificio.org

In no event shall the Company, or its directors, employees, partners, agents, suppliers, licensors or affiliates, be liable for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (i) your access to or use of or inability to access or use the Platform; (ii) any conduct or content of any third party on the Platform; (iii) any Content obtained from the Platform; and (iv) unauthorized access, use or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence) or any other legal theory, whether or not we have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose. OUR AGGREGATE LIABILITY UNDER THESE TERMS SHALL NOT EXCEED ​​THE GREATER OF THE AMOUNT YOU PAID FOR THE USE OF THE PLATFORM THAT GAVE RISE TO THE CLAIM DURING THE 12 MONTHS BEFORE THE LIABILITY AROSE OR ONE HUNDRED DOLLARS ($100). THE LIMITATIONS IN THIS SECTION APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

Your use of the Platform is at your sole risk. The Platform is provided on an ”AS IS” and ”AS AVAILABLE” basis. The Platform is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance.

The Company and its subsidiaries, affiliates, and its licensors do not warrant that the Platform a) will function uninterrupted, secure or available at any particular time or location; b) free of any errors, inaccuracies or defects will be corrected; c) be free of viruses or other harmful components; or d) will provide the results to meet your requirements for using the Platform.

You will defend, indemnify, and hold harmless us, our affiliates, and our personnel, from and against any claims, losses, and expenses (including attorneys’ fees) arising from or relating to your use of the Platform, including your Content, products or services you develop or offer in connection with the Platform, and your breach of these Terms or violation of any applicable law.

DISPUTE RESOLUTION. YOU AGREE TO THE FOLLOWING MANDATORY ARBITRATION AND CLASS ACTION WAIVER PROVISIONS.

1. Informal Dispute Resolution. To give us an opportunity to resolve informally any disputes between you and us arising out of or relating in any way to our Platform, these Terms, our Privacy Policy or any services or products provided (“Claims”), you agree to communicate your Claim to us by emailing us atinfo@artificio.org. You agree not to bring any suit or to initiate arbitration proceedings until 60 days after the date on which you communicated your Claim to us have elapsed. If we are not able to resolve your Claim within 60 days, you may seek relief through arbitration or in small claims court, as set forth below.
2. Mandatory Binding Arbitration. If you and the Company cannot resolve a Claim through the informal dispute resolution process set forth above, you and Company agree to resolve any Claim relating to or in connection with these Terms or the services provided through the Platform through final and binding arbitration, except that you have the right to opt out of these arbitration terms, and future changes to these arbitration terms, by contacting us at info@artificio.org with “Arbitration Opt Out” in the subject line within 30 days of agreeing to these arbitration terms or the relevant changes. In order for the opt-out notice to be effective, you must include your full name and clearly indicate your intent to opt out of binding arbitration.
3. Choice of Arbitrator and Rules. Any disputes, claims, and causes of action arising out of or connected with your use of the Platform (each, a “Dispute”) must be submitted exclusively to the American Arbitration Association (“AAA”) to be heard under their Consumer Arbitration Rules. The AAA’s rules and filing instructions are available at www.adr.org or by calling 1-800-778-7879. If for any reason, AAA is unable or unwilling to conduct the arbitration consistent with these terms, you and we will pick another arbitrator pursuant to 9 U.S. Code § 5.
4. Scope of Arbitration. The arbitrator shall exclusively determine all issues as to any Dispute, and must follow and enforce these Terms. The arbitrator shall also determine any question as to whether any Dispute or issue is subject to arbitration. The arbitrator shall not have the power to hear any Dispute as a class action, mass action, or representative action. The arbitrator shall not have any power to issue relief to anyone but you or us.
5. Exception to Arbitration. This arbitration section does not require arbitration of the following claims: (i) individual claims brought in small claims court; and (ii) injunctive or other equitable relief to stop unauthorized use or abuse of the Services or intellectual property infringement.
6. Injunctive Relief. The arbitrator may not issue any injunction. If either party in a Dispute seeks injunctive relief, the arbitrator will complete arbitration of the Dispute, issue an award of monetary compensation (if any), and then the party seeking injunctive relief may file a new action in state or federal court in the State of Delaware solely for injunctive relief. The findings of fact and conclusions of law of the arbitrator shall not be submitted as evidence or constitute precedent in such subsequent suit.
7. Choice of Venue. You agree that any Dispute shall be heard exclusively in the State of Delaware unless otherwise agreed to by the parties or determined by the arbitrator. You consent to jurisdiction in the State of Delaware for all purposes.
8. Choice of Law (Delaware). These Terms and your use of the Platform shall be governed and construed in accordance with the laws of the State of Delaware , without regard to its conflict of law provisions thereof, and without regard to its conflict of law provisions thereof, and without regard to the United Nations Convention on the International Sale of Goods. However, any determination as to whether a Dispute is subject to arbitration, or as to the conduct of the arbitration, shall be governed exclusively by the Federal Arbitration Act, 9 U.S.C. § 1 et seq.
9. Class Action Waiver. You agree that any Dispute between us shall be resolved in an individual action. Under no circumstances will you file, seek, or participate in a class action, mass action, or representative action in connection with any Dispute.

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Platform, and supersede and replace any prior agreements we might have between us regarding the Platform.

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material we will try to provide at least 30 days notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our Platform after those revisions become effective, you agree to be bound by the new terms. If you do not agree to the new terms, please stop using the Platform.

If you have any questions about these Terms, please contact us at info@artificio.org with the “Seezlo: ToS Inquiry” in the subject line.