USER/PARTICIPANT AGREEMENT

In a collaborative effort to better serve the Arts Communities of Metropolitan Louisville, Southern Indiana and surrounding Communities, the Arts Council of Louisville, Inc. (hereinafter, ACOL) is providing an online directory of artistic works (hereinafter “Services”) accessible to the general public via the World Wide Web at LOUISVILLE.ARTSBOOKUSA.COM  the purpose of which will provide a nodal point of access to original works of art from the Louisville/Southern Indiana region of Kentucky and Indiana.  ACOL makes no representation as to the originality of any work submitted for inclusion in the directory and nothing in this agreement is intended as an express or implied warranty, nor shall it be construed, as providing any guarantee or warranty of merchantability as to the originality of any work submitted, said responsibility lies exclusively with the user/participant submitting said artistic work.  Neither ACOL nor Gordon Communications is under any obligation to attempt to verify or confirm any legal right presumed or vested with any user/participant or third party.  Neither ACOL nor Gordon Communications is under any obligation to continue to offer ArtsBook USA LOUISVILLE ARTIST DIRECTORY and may discontinue such service and/or delete any artwork from the online artist directory at any time.

User/participant acknowledges that the use of the Services provided is contingent upon the user/participant’s acceptance of the Terms of Use as set forth in this User/Participant Agreement.  ACOL reserves the right to amend the Services provided as well as the terms and conditions of Services without notice;
 
User/participant acknowledges that neither ACOL nor Gordon Communications can guarantee 100% stability, access to, or the availability of the ArtsBookUSA directory other than an understanding and acknowledgement that each will utilize their best efforts to maintain such access; 
 
ArtsBookUSA Louisville Artist Directory will provide:

-Consumer Information
-Real-time Technology Training
-Opportunity to Network and Increase Visibility of Artistic Works
 
Terms of use:
 
1. In consideration of the opportunity to participate in the ArtsBookUSA Louisville Artist Directory administered by ACOL and Gordon Communications, user/participant hereby grants permission and license to ACOL and Gordon Communications to display digitized images of my artwork for inclusion in the Louisville ArtsBookUSA directory;  
 
2. User/participant hereby grants permission to ACOL to create “low resolution” digital versions of these images to conserve electronic storage space and as a possible deterrent to copyright infringement. User/participant acknowledges that all terms and conditions of this agreement shall apply to any digitized image from whatever source which may be uploaded to ArtsBookUSA Louisville Artist Directory.  Further, user/participant acknowledges that any liability which shall result from the display of said image(s) or works shall rest exclusively with the user/participant and that user/participant agrees to indemnify and hold harmless ACOL, Gordon Communications, their respective employees, volunteers, assignees and/or affiliates for any and all liability; 
 
3. User/participant understands and acknowledges that he/she may experience exposure to some content which he/she may find offensive, indecent and/or objectionable.  To the extent that this may occur, user/participant acknowledges that he/she utilizes this service at his/her own risk.  User/participant understands and acknowledges that while ACOL, ArtsBookUSA, Gordon Communications, and other associated entities will strive to maintain a sensitivity to ethical, moral, cultural norms and mores of the community it serves, it is the nature of artistic expression that none of these entities can assure that the works displayed will, in all regard, be free from that content which one may find objectionable; 
 
4. User/participant acknowledges that he/she may terminate the licensed agreement by written notice sent by certified mail to Arts Council of Louisville, Inc., 332 West Broadway, Heyburn Building, Suite 1600, Louisville, KY 40202 such notice of termination to be effective upon receipt.  Upon termination of the agreement, within thirty (30) calendar days, user/participant agrees to remove only those images submitted by the user/participant and authorizes ACOL to remove any image which the user/participant fails to remove within said thirty (30) day time period;
 
5. User/Participant acknowledges and agrees that license to utilize this service is personal, non-exclusive, non-assignable, royalty free and is for the sole purpose creating a nodal point for increasing access to various works of art for the denizens of Metropolitan Louisville and Southern Indiana; 
 
6. User/participant acknowledges and agrees that neither ACOL, ArtsBookUSA, Gordon Communications, nor other associated entities can provide any assurance or guarantee that the use of this service will have any benefit beyond that stated in this agreement and nothing in this agreement is intended to express nor infer any benefit beyond that expressly stated in this agreement;
 
Proprietary Rights

1. User/participant acknowledges that only original works of art produced by user/participant, including photos and/or logos that do not infringe upon the copyright or other proprietary right of any person, organization or entity may be displayed; 
 
2. User/participant understands and acknowledges that user/participant will not violate any intellectual property right owned or held by any person and/or entity displaying works or other content associated with ACOL or ArtsBookUSA.  User/participant may not modify, rent, lease, sell, distribute or create derivative work based upon any work or content displayed or associated with ACOL or ArtsBookUSA;
 
3. User/participant agrees that neither ACOL, Gordon Communications, agents, officials, partners, affiliates, employees nor volunteers shall bear any responsibility or liability for infringement of any copyright, trademark or other proprietary right vested in any third party as a result of the display of artwork or contact information on the ArtsBookUSA Louisville Artist Directory.  User/participant agrees to indemnify and hold harmless ACOL and Gordon Communications, their respective employees, affiliates, agents, representatives, officials, partners or volunteers which may result from the use of the artwork, images or user/participant profile.  User/participant acknowledges that the sole responsibility for the acquisition and/or registration of any mark evidencing a vested or legal interest rests exclusively with the user/participant;
 
Account Security:

1. User/Participant understands and agrees that the User/Participant is responsible for the security and confidentiality of passwords associated with user/participant’s account;

 

 
Miscellaneous Terms and Conditions of Use:

1. In order to utilize the Services, user/participant must first agree to the terms and conditions set forth in this agreement by clicking on the “accept” icon.  Participation is not authorized where the user/participant does not accept the terms.


2. Services provided may include hyperlinks to other web sites with content independent of ArtsBookUSA.  User/participant acknowledges that neither ACOL, Gordon Communications, their respective associates, affiliates, etc., exercise any dominion or control over any web site, resource, content or service provided by any person or entity other than ACOL and/or Gordon Communications.  User/participant acknowledges and agrees that any responsibility or liability for loss or harm which may result as a consequence of access to those sites shall rest exclusively with the user/participant and/or the owner of the site resulting in said loss or harm subject to any terms and/or conditions governing the use of said site;

Language:
 
All terminology in this agreement shall be in the English Language and shall denote the common English Language meaning;  
 
Limitation of Liability:

1. ACOL, Gordon Communications, disclaim any and all liability for any loss of service experienced by the user/participant and shall not be liable for any loss of goodwill, reputation, costs, cover, loss of  profit or revenue, whether such loss, as alleged, sounds in tort, contract, or otherwise; Further, user/participant acknowledges that he/she shall have sole responsibility for any reliance placed by user/participant on the originality, availability, or existence of any work displayed and that no liability sounding in any theory of law or statute shall attach to ACOL, Gordon Communications, nor their sponsors, affiliates, partners, volunteers, employees respectively; User/participant acknowledges and agrees that he/she is solely responsible for any loss, injury and/or damage caused to any third party as a result of the use and/or display of works on ArtsBookUSA;


2. Further, user/participant acknowledges that he/she shall have sole responsibility for any reliance placed by user/participant on the originality, availability, or existence of any work displayed and that no liability sounding in any theory of law or statute shall attach to ACOL, Gordon Communications, nor their sponsors, affiliates, partners, volunteers, employees respectively;


3. User/participant acknowledges and agrees that he/she is solely responsible for any loss, injury and/or damage caused to any third party as a result of the use and/or display of works on ArtsBookUSA;

 
Relationship of Parties:
 
Nothing in this agreement expresses nor is intended to express, convey, or infer any legally cognizable relationship between ACOL/Gordon Communications and the user/participants.  Nothing in this agreement shall expressly or implicitly constitute a joint venture, partnership, or agency relationship between ACOL/Gordon Communications and the user/participant nor their respective agents, representatives, heirs and/or assigns; 

 
Arbitration:
 
In the event that a dispute shall arise with respect to the terms of this agreement, said dispute shall be subject to binding Arbitration the site of said Arbitration being Louisville, Jefferson County, the Commonwealth of Kentucky.  Parties to this agreement acknowledge that said Arbitration be governed by the statutes and law of the Commonwealth of Kentucky.   Further, user/participant acknowledges that any and all costs associated with the Arbitration of a dispute between user/participant and ACOL and/or Gordon Communications shall be borne by the party against whom the decision of the arbitrator is rendered;
 
Enforceability:
 
This agreement as set forth above constitutes the entire agreement.  No prior agreement (oral or written), proposal or representation is intended by the parties to have effect nor shall be construed so as to be given effect.