Effective as of July 1, 2018
Culture Trove and the Culture Trove website located at www.culturetrove.com (the “Website”) is a third-party travelling exhibition listing service provided by Culture Trove Inc. (“Culture Trove,” “we” or “us”) that connects heritage and cultural professionals (“Renters,” or “Venues”) with travelling exhibition providers (“Providers,” or “Exhibitors”) (the “Service”).
You understand and agree that Culture Trove is not a party to any agreements entered into between Renters and Providers, nor is Culture Trove an agent or insurer. Culture Trove has no control over the conduct or actions of Renters, Providers and other Users of the Service and disclaims all liability in this regard. This Agreement contains a mandatory arbitration of disputes provision that requires the use of arbitration on an individual basis to resolve disputes, rather than jury trials or class actions, and also limits the remedies available to you in the event of a dispute.
If you are entering into this Agreement on behalf of an entity, you hereby represent and warrant that the entity has the necessary power to enter into this Agreement, and that you have all necessary authority and permissions to enter into this Agreement on behalf of such entity.
3 Rights of Content
All information, data, text, software, music, sound, photographs, graphics, video, messages or other materials, whether publicly posted or privately transmitted to the Website by Users (“User Content”), is the sole responsibility of such Users. This means that Users, and not Culture Trove, are entirely responsible for all such material uploaded, posted, emailed, transmitted or otherwise made available by using the Service. Culture Trove does not control or actively monitor User Content and, as such, does not guarantee the accuracy, integrity or quality of such content. Users acknowledge that by using the Service, they may be exposed to materials that are offensive, indecent or objectionable. Under no circumstances will Culture Trove be liable in any way for any materials, including, but not limited to, for any errors or omissions in any materials or any defects or errors in any printing or manufacturing, or for any loss or damage of any kind incurred as a result of the viewing or use of any materials posted, emailed, transmitted or otherwise made available via the Service.
Once you have registered for an account, you will be able to create a listing for your exhibit if you are a Provider. When creating a listing, please include as much information as possible about the exhibit including, without limitation, the nature and content of the exhibit, as well as availability, territories in which the exhibit is available, and payment, cancellation and refund policies, so Users have a clear understanding of the product they are viewing.
5 Membership Plans Plans
A paid Exhibitor Membership plan is required to list exhibitions on the Culture Trove website.
6 Payments, cancellations, and cooling-off
Paid MEMBERSHIPS can be purchased directly from Culture Trove by paying an annual MEMBERSHIP fee. When you register for a Paid MEMBERSHIP, Trial, or Code online, you consent to get access to Culture Trove’s exhibit listing Service immediately. You may change your mind for any or no reason and receive a full refund of all monies paid within fourteen (14) days starting from the day you sign-up for the relevant MEMBERSHIP (the “Cooling-off Period”). Refunds will not, however, be provided if you have successfully published one or more listings on Culture Trove at any time during the Cooling-off Period. The refund method will depend upon the payment method. Your paid MEMBERSHIP to Culture Trove will by default automatically renew at the end of the annual MEMBERSHIP period, unless you cancel your Paid MEMBERSHIP through your account (“My Culture Trove” area) before the end of the current MEMBERSHIP period. The cancellation will take effect the day after the last day of the current MEMBERSHIP period.
However, if you cancel your payment or Paid MEMBERSHIP and/or terminate any of the Agreements (1) after you have published one or more listings during the Cooling-off Period, or (2) after the Cooling-off Period is over (where applicable), (3) after the free Trial period is over, or (4) before the end of the current MEMBERSHIP period, we will not refund any MEMBERSHIP fees already paid to us. Culture Trove may change the price for the Paid MEMBERSHIPs, or Codes from time to time, and will communicate any price changes to you in advance and, if applicable, how to accept those changes. Price changes for Paid MEMBERSHIPs will take effect at the start of the next MEMBERSHIP period following the date of the price change. As permitted by local law, you accept the new price by continuing to use the Culture Trove’s exhibit listing Service after the price change takes effect. If you do not agree with the price changes, you have the right to reject the change by unsubscribing from your Culture Trove Paid MEMBERSHIP prior to the price change going into effect. Please therefore make sure you read any such notification of price changes carefully.
From time to time, we may offer trials of a Paid Membership for a specified period without payment or at a reduced rate (a “Trial”). Culture Trove reserves the right, in its absolute discretion, to determine your eligibility for a Trial, and, subject to applicable laws, to withdraw or to modify a Trial at any time without prior notice and with no liability, to the greatest extent permitted under the law.
For some Trials, we’ll require you to provide your payment details to start the Trial. AT THE END OF SUCH TRIALS, WE MAY AUTOMATICALLY START TO CHARGE YOU FOR THE APPLICABLE PAID MEMBERSHIP ON THE FIRST DAY FOLLOWING THE END OF THE TRIAL, ON A RECURRING ANNUAL BASIS. BY PROVIDING YOUR PAYMENT DETAILS IN CONJUNCTION WITH THE TRIAL, YOU AGREE TO THIS CHARGE USING SUCH PAYMENT DETAILS. IF YOU DO NOT WANT THIS CHARGE, YOU MUST CANCEL THE APPLICABLE PAID MEMBERSHIP THROUGH YOUR Culture Trove ACCOUNT’S MEMBERSHIP PAGE OR TERMINATE YOUR Culture Trove ACCOUNT BEFORE THE END OF THE TRIAL. IF YOU DO NOT WANT TO CONTINUE TO BE CHARGED ON A RECURRING ANNUAL BASIS, YOU MUST CANCEL THE APPLICABLE PAID MEMBERSHIP THROUGH YOUR Culture Trove ACCOUNT AREA (“MY Culture Trove”) OR TERMINATE YOUR Culture Trove ACCOUNT BEFORE THE END OF THE RECURRING ANNUAL PERIOD. PAID MEMBERSHIPS CANNOT BE TERMINATED BEFORE THE END OF THE PERIOD FOR WHICH YOU HAVE ALREADY PAID, AND EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, Culture Trove WILL NOT REFUND ANY FEES THAT YOU HAVE ALREADY PAID. THE LIMITATION SECTION SETS FORTH ADDITIONAL TERMS REGARDING CANCELLATION OF YOUR PAID MEMBERSHIP.
6.2 Customer support
For customer support with account-related and payment-related questions (“Customer Support Queries”), please submit an email to our customer service address (firstname.lastname@example.org) or use the Customer Service contact form on the Contact section of our website. We will use reasonable effort to respond to all Customer Support Queries within a reasonable time frame but we make no guarantees or warranties of any kind that any Customer Support Queries will be responded to within any particular time frame and/or that we will be able to satisfactorily answer any such queries.
7 Restrictions on User Content and Use of the Website
When using the Website and Services, Users shall:
provide true, accurate and complete registration information, including payment information, and keep such information up to date;
treat other Users with whom they interact with on the Website with respect and courtesy, and not do anything to harass any other User of the Services.
In using the Website and Services, Users shall not:
copy any content unless expressly permitted to do so herein;
upload, post, email, transmit or otherwise make available any material that:
is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful, or racially or ethnically objectionable, encourages criminal behavior, gives rise to civil liability, violates any law, or is otherwise objectionable;
You do not have a right to make available under any law or under a contractual relationship;
infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party (including privacy rights);
is or contains unsolicited or unauthorized advertising, solicitations for business, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment or data or the Website or that of any Users of the Website or that compromises a User’s privacy; or
contains any falsehoods or misrepresentations or create an impression that You know is incorrect, misleading, or deceptive, or any material that could damage or harm minors in any way;
impersonate any person or entity or misrepresent their affiliation with a person or entity;
forge headers or otherwise manipulate identifiers in order to disguise the origin of any material transmitted to or through the Website or impersonate another person or organization;
interfere with or disrupt the Website or servers or networks connected to the Website, or disobey any requirements, procedures, policies or regulations of networks connected to the Website or probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures;
intentionally or unintentionally violate any applicable local, state, national or international law or regulation;
collect or store personal data about other users or viewers;
license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Website;
modify, translate, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any software provided as part of the Website, except to the extent the foregoing restrictions are expressly prohibited by applicable law; or
8 Content License
By submitting, posting or displaying User Content on or through the Service, you grant us (and our agents) a non-exclusive, royalty-free license (with the right to sublicense) to use, copy, modify, transmit, display and distribute such User Content for the purpose of providing the Service. Culture Trove will not be responsible or liable for any use of User Content. You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to any User Content that you submit to the Website.
9 End User License
Except for User Content, the Website and Service and the information and materials contained therein are the property of Culture Trove and its licensors and are protected from unauthorized copying and dissemination by copyright law, trademark law, and other intellectual property laws. Subject to the terms of this Agreement, Culture Trove hereby grants to You a non-transferable, non-exclusive license to use this Website for your use. Nothing in this Agreement gives you a right to use the Culture Trove Name, trademark, logo, domain name and/or other distinctive brand features without Culture Trove’s prior written consent.
If You provide Culture Trove with any suggestions, comments or other feedback relating to any aspect of the Website and/or Service (“Feedback”), Culture Trove may use such Feedback in the Website or in any other Culture Trove products or services, including future products and services (collectively, “Culture Trove Offerings”). Accordingly, You agree that: (a) Culture Trove is not subject to any confidentiality obligations in respect to the Feedback, (b) the Feedback is not confidential or proprietary information of You or any third party and You have all of the necessary rights to disclose the Feedback to Culture Trove, (c) Culture Trove (including all of its successors and assigns and any successors and assigns of any of the Culture Trove Offerings) may freely use, reproduce, publicize, license, distribute, and otherwise commercialize Feedback in any Culture Trove Offerings, and (d) You are not entitled to receive any compensation or re-imbursement of any kind from Culture Trove or any of the other users of the Website in respect of the Feedback.
11 Disclaimer and Release
The Website and Services are powered by an online platform, and Culture Trove makes no representations or warranties about the functioning or availability of the service, nor shall Culture Trove be liable or responsible in any way for any failure, loss, injury, claim or liability that may arise as a result of the failure of the platform. Culture Trove cannot and does not monitor or regulate User interactions, including User transactions that occur on the Website. Users are solely responsible for their actions and conduct when using the Website and Service and You should use common sense and discretion in dealing with other Users, including using your own judgement to assess reliability and trustworthiness of any User with whom you are or are contemplating transacting with via the Service. By choosing to proceed with a transaction, you hereby agree that you understand that there may be risks associated with proceeding with a transaction (including without limitation, injury to or loss of personal property, personal injury (including death), financial losses and theft), and you agree to voluntarily assume such risks and unconditionally and irrevocably release Culture Trove from any and all liability in connection with the same. Culture Trove can under no circumstances be liable for damage that is caused to a User as a result of any third party service provider failure or damage caused by another User.
You agree to defend, indemnify and hold harmless Culture Trove and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Service; (ii) your violation of any term of this Agreement, including without limitation your breach of any of the representations and warranties; (iii) your violation of any third-party right, including without limitation any right of privacy, publicity rights or Intellectual Property Rights; (iv) your violation of any law, rule or regulation of Canada, the United States or any other country; (v) any claim or damages that arise as a result of any of your User Content or any that is submitted via your account; or (vi) any other party’s access and use of the Service with your unique username, password or other appropriate security code.
13 No Warranty
THE WEBSITE AND SERVICE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE 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, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Culture Trove OR THROUGH THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, Culture Trove, ITS SUBSIDIARIES, AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICE OR ANY RENTAL WILL MEET YOUR REQUIREMENTS; THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICE IS FREE OF HARMFUL COMPONENTS. WE DO NOT WARRANT, ENDORSE, GUARANTEE OR PROVIDE ANY CONDITIONS OR REPRESENTATIONS ASSUME ANY LIABILITY FOR ANY PRODUCT OR SERVICE OFFERED BY ANY OTHER USER OR THIRD PARTY THROUGH THE WEBSITE AND Culture Trove SHALL NOT BE RESPONSIBLE IN ANY WAY FOR ANY TRANSACTION YOU ENTER INTO WITH ANY OTHER USER ON THE WEBSITE OR ANY THIRD PARTY YOU MAY CONTACT THROUGH YOUR USE OF THE WEBSITE AND SERVICE. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE OR LOSS THAT RESULTS FROM YOUR USE OF THE SERVICE OR PRODUCTS.
14 Limitation of Liability
UNDER NO CIRCUMSTANCES SHALL Culture Trove, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIER, OR ITS LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE THIS SERVICE, INCLUDING WITHOUT LIMITATION ANY RENTAL. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Culture Trove ASSUMES NO LIABILITY OR RESPONSIBILITY FOR (I) YOUR USE OF OR YOUR INABILITY TO USE THIS WEBSITE OR SERVICE, (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS, DATA, INFORMATION OR SERVICES, (III) ERRORS, MISTAKES, OR INACCURACIES IN THE MATERIALS ON THE WEBSITE, (IV) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY KIND WHATSOEVER ARISING FROM OR RELATING TO YOUR USE OF THE SERVICE, ANY BUGS, VIRUSES, TROJAN HORSES, OR ANY OTHER FILES OR DATA THAT MAY BE HARMFUL TO COMPUTER OR COMMUNICATION EQUIPMENT OR DATA THAT MAY HAVE BEEN TRANSMITTED TO OR THROUGH THE WEBSITE, OR (V) ANY ERRORS OR OMISSIONS IN ANY MATERIAL ON THE WEBSITE OR ANY OTHER LOSS OR DAMAGE OF ANY KIND ARISING FROM OR RELATING TO YOUR USE OF THE WEBSITE. THESE LIMITATIONS SHALL APPLY EVEN IF Culture Trove HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES
IN THE EVENT THAT Culture Trove IS LIABLE UNDER ANY THEORY OF LIABILITY, Culture Trove’S LIABILITY FOR DAMAGES SHALL BE LIMITED TO DIRECT DAMAGES AND SHALL NOT EXCEED THE GREATER OF EITHER (A) THE AMOUNTS PAID BY YOU TO Culture Trove IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY; OR (B) ONE HUNDRED CANADIAN DOLLARS ($100 CAD).
The limitations of damages set forth above are fundamental elements of the basis of the bargain between Culture Trove and you. The forgoing limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction.
This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Culture Trove without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.
This Agreement is effective as of the date that it is entered into by you, by visiting or using the Website and/or opening a User Account. We may terminate your participation in the Service at any time, for any reason or no reason, without explanation. We maintain sole discretion to bar your use of the Service in the future, for any reason that we determine or for no reason. This Agreement will remain in effect after your participation in the Service terminates. Termination of your account may also result in termination of some or all of the materials uploaded by You. You acknowledge and agree that all terminations may be made by Culture Trove in its sole discretion and that Culture Trove shall not be liable to you or any third party for any termination of your access to this Website or for removal of any User Content from the Website.
17 Availability and Updates
Culture Trove may alter, suspend or discontinue this Website at any time and for any reason or no reason, without notice. The Website and Service may be unavailable from time to time due to maintenance or malfunction of computer or network equipment or a third party service provider failure or other reasons. Culture Trove may periodically add or update the information and materials on this Website without notice.
Information sent or received over the Internet is generally unsecure and Culture Trove cannot and does not make any representation or warranty concerning security of any communication to or from the Website or any representation or warranty regarding the interception by third parties of personal or other information. You are responsible for safeguarding the password that you use to access the Service and you are responsible for any activities or actions under your password. You agree to keep your password secure. Culture Trove will not be liable for any loss or damage arising from your failure to comply with these requirements.
19 Governing Law
You agree that: (i) the Service shall be deemed solely based in Ontario; and (ii) the Service shall be deemed a passive one that does not give rise to personal jurisdiction over Culture Trove, either specific or general, in jurisdictions other than Ontario. This Agreement shall be governed by the laws of the Province of Ontario, and the laws of Canada applicable therein, without regard to its conflicts of laws provisions. You agree to submit to the exclusive jurisdiction of Court of the Province of Ontario, located in Peterborough County, Ontario for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision below.
In the event that Culture Trove has not been able to resolve a dispute it has with you after attempting to do so informally, we each agree to resolve any claim, dispute, or controversy (excluding any Culture Trove claims for injunctive or other equitable relief) arising out of or in connection with or relating to this Agreement, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration in the county of Peterborough. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorney’s fees and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing Culture Trove from seeking injunctive or other equitable relief from the courts as necessary to protect any of Culture Trove’s proprietary interests. All claims must be brought in the party’s individual capacity, and not as a class member in any purported class or representative proceeding. You agree that, by entering into this agreement, you and Culture Trove are each waiving the right to a trial by jury or to participate in a class action.
21 Entire Agreement/Severability
This Agreement, together with all amendments, all documents referenced in this Agreement, and any other legal notices and agreements published by Culture Trove via the Service, shall constitute the entire agreement between you and Culture Trove concerning the Service. If a court of competent jurisdiction deems any provision of this Agreement invalid, 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.
22 No Waiver
No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and Culture Trove’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
23 Contact Us
If you have any questions concerning the Culture Trove Service or the Agreements, please contact Culture Trove customer service by visiting the Contact section of our website.
Thank you for reading our Terms. We hope you enjoy Culture Trove!
Culture Trove Inc.
P.O. Box 2414
Peterborough, ON K9J 7Y8