Terms & Conditions

Logan Kirkpatrick Art Terms and Conditions

www.logankirkpatrickart.com (Logan Kirkpatrick Art) is a fine art business, for business use (the "Services"). The following are the terms and conditions for use of the Services, along with any amendments thereto and any operating rules or policies that may be published from time to time by Logan Kirkpatrick Art. By using our Services, you are agreeing to the Terms set forth on this document.

IF YOU, FOR YOURSELF OR ON BEHALF OF ONE OR MORE PERSONS YOU ARE REPRESENTING WITH RESPECT TO Logan Kirkpatrick Art SERVICES, DO NOT AGREE TO ANY OF THE FOREGOING TERMS, YOU MUST, FOR YOURSELF AND ON BEHALF ANY SUCH PERSON(S), DISCONTINUE THE REGISTRATION PROCESS, DISCONTINUE YOUR USE OF THE SERVICES, AND, IF YOU ARE ALREADY A MEMBER, CANCEL YOUR ACCOUNT. BEGINNING NOW, ANY CONTINUATION BY YOU IN USING THE SERVICES CONSTITUTES FOR YOU AND THOSE REPRESENTED BY YOU AN EXPRESS AFFIRMATION AND COMMITMENT TO BE (OR TO CONTINUE TO BE, AS APPLICABLE) LEGALLY BOUND BY AND TO COMPLY WITH ALL OF THESE TERMS.

Services and Support

The Services are provided subject to the following terms and conditions and any operating policies that Logan Kirkpatrick Art may establish (the "Agreement"). Logan Kirkpatrick Art may make changes to this Agreement, and continued use of the Service constitutes Customer's acceptance of any such changes. In addition, when using particular Logan Kirkpatrick Art services, Customer and Logan Kirkpatrick Art shall be subject to any posted guidelines or rules applicable to such Services that may be posted from time to time.

The Services are available only to persons who can form legally binding contracts under applicable law. Without limiting the foregoing, the Services are not available to individuals under the age of 18. If you do not qualify, please do not use the Services.

The Services provides a collection of services and resources to manage a fine art business, for business use.

Upon registration of a new account, customer will provide their information to use the Services. Customer will provide true, accurate, current, and complete information about Customer, and will update the information to keep it current. As part of the registration process, Customer will identify an e-mail address and choose a password, or modify a default password, for Customer's Logan Kirkpatrick Art account.

Customer is responsible for maintaining the security of the Customer account, passwords, and files, and for all uses of Customer's account and of the Services in Customer's name. Logan Kirkpatrick Art reserves the right to refuse registration of, or cancel, accounts it deems inappropriate.

Restrictions and Responsibilities

This is an Agreement for Services, and Customer is not granted a license to any software by this Agreement. Customer will not, directly or indirectly: reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying files, assets, structure, ideas, or algorithms of the Services or any software, documentation, marketing tactics, business or marketing lessons, how-to videos or articles, educational material or data related to the Services. Customer will not attempt to modify, translate, create, give away, plagiarize, or sell derivative works based on the Services or the Software; copy (except for archival purposes), distribute, pledge, assign, or otherwise transfer or encumber rights to the Services or any Software.

This is an Agreement for Services, and Customer is not granted any ownership to any Logan Kirkpatrick Art design, code, marketing tactics, business or marketing lessons, how- to videos or articles, educational material, or any other elements provided by Logan Kirkpatrick Art per this Agreement. Customer is also not granted a license to any Logan Kirkpatrick Art Website Design (“Designs”) by this Agreement. Customer will not, directly or indirectly: reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, or algorithms of the Services or any software, documentation, or data related to the Services. Customer will not attempt to modify, translate, plagiarize, create, give away, or sell derivative works based on the Services; or copy (except for archival purposes), distribute, pledge, assign, or otherwise transfer or encumber rights to the Services or any Designs.

Customer represents, covenants, and warrants that Customer will use the Services only in compliance with Logan Kirkpatrick Art privacy policies as published below or otherwise furnished to Customer (the "Policy") and all applicable laws (including but not limited to policies and laws related to spamming, privacy, obscenity, or defamation). Customer may not access or otherwise use third party mailing lists in connection with preparing or distributing unsolicited e-mail to any third party. Customer hereby agrees to indemnify and hold harmless Logan Kirkpatrick Art against any damages, losses, liabilities, settlements, and expenses (including without limitation costs and reasonable attorneys fees) in connection with any claim or action that arises from an alleged violation of the foregoing. Although Logan Kirkpatrick Art has no obligation to monitor the content provided by Customer or Customer's use of the Services, Logan Kirkpatrick Art may do so and may remove any such content or prohibit any use of the Services it believes may be (or alleged to be) in violation of the foregoing.

For every e-mail message sent in connection with the Services, Customer acknowledges and agrees that the recipient has agreed to receive such communication and that Customer shall not engage in the act of sending unsolicited emails.

In using the varied features of the Services, Customer may provide information (such as name, contact information, or other registration information) to Logan Kirkpatrick Art may use this information and any technical information about Customer's use of this web site to tailor its presentations to Customer, facilitate Customer's movement through this web site, or communicate separately with Customer. Logan Kirkpatrick Art will not provide information to companies Customer has not authorized, and Logan Kirkpatrick Art will not permit the companies that get such information to sell and redistribute it without Customer's prior consent.

In using the varied features of the Services, Customer may upload artistic images for sale on its website. Logan Kirkpatrick Art may, from time to time, post such images to its social media accounts in effort to provide exposure for the images and/or utilize such images in other marketing collateral. If Customer wishes to not participate in this, Customer may opt out by notifying the Company in writing.

Customer acknowledges that all of the educational material provided by Logan Kirkpatrick Art and the Art Business University Brand (and any other brand the Company decides to launch in the future) , including all courses, lessons, playbooks, videos, how-to articles, and any other materials provided to help run, grow, and scale an art business is the sole Intellectual Property of the Company and is considered Proprietary Information that cannot be shared or revealed to other people in any way whatsoever. Customer acknowledges that this material is intended to provide a competitive advantage to Logan Kirkpatrick Art Customers only. Customer acknowledges that the Company will enforce its rights to protect this Intellectual Property to the fullest extent of the Law. Customer acknowledges that if they attempt to modify, create, plagiarize, distribute, give away, sell, and/or create derivative works, in whole or in part, of any of the Logan Kirkpatrick Art educational material that they will be liable for damages plus attorneys fees should Logan Kirkpatrick Art pursue litigation to protect its Intellectual Property.

Your Subscription

Your subscription to the Services will commence on the day that you have made payment for the Services or when you first use the Services. Subscriptions last for a fixed period of time, for example, 1 year. (the “Subscription Period”). A subscription is associated with the plan you selected at the time of purchase (i.e. “Platinum”) and not any other plan or subscription.

If you decide to change your plan, you will be purchasing a new subscription. The start date for the new subscription will commence on the day you purchased this new subscription, and the old subscription will be canceled.

Subscriptions cannot be exchanged or transferred in any way whatsoever. Furthermore, the specific features or allotments of any given subscription cannot be transferred to another subscription.

Unless You designate otherwise in Your Account preferences, Your subscription will automatically renew at the end of the Subscription Period and Logan Kirkpatrick Art will charge the credit card associated with Your Account. If You cancel a subscription, Logan Kirkpatrick Art is not obligated to refund subscription charges already paid. Cancellation will take effect at the end of the current Subscription Period. After cancellation, You will no longer be able to access or use any Services. Your subscription will automatically terminate or expire upon the earlier of (1) non-renewal, cancellation or expiration of a subscription or failure to pay subscription fees when due, if applicable, (2) Logan Kirkpatrick Art’ discontinuation of the Services, or (3) failure to comply with these Terms. You acknowledge and agree that Logan Kirkpatrick Art’ policy is to automatically terminate Your Account and access to the Services, and automatically purge all backed up files in Your Account after non-renewal, termination or expiration of Your Subscription Period to the Services and that it is solely Your responsibility to secure another source for Your website needs.

Logan Kirkpatrick Art may designate certain enhancements and new releases of the Logan Kirkpatrick Art Services as “Beta Services.” Beta Services are not intended for use in a production environment. You acknowledge and agree that (1) Beta Services are experimental in nature, have not been fully tested and may be discontinued at any time, (2) Beta Services may not meet Your requirements or perform as intended, (3) use of Beta Services may not be uninterrupted, error free or free of faults, (4) Your use of Beta Services are for the sole purpose of evaluating and testing the service and providing feedback to Logan Kirkpatrick Art, and (5) You shall inform Your employees, staff members and other users regarding the nature of Beta Services. By using Beta Services You acknowledge the above conditions and expectations of performance and reliability. Your use of Beta Services is and shall be subject to these Terms.

Logan Kirkpatrick Art may offer free Services

Termination

Customer may terminate this Agreement at any time by cancelling their account within their control panel or by calling or emailing customer service. If cancelling by calling or emailing, Customer must receive some form of written confirmation that explicitly states that the Customer account has been cancelled.

Logan Kirkpatrick Art may terminate this Agreement or the Services at any time with or without cause, and with or without notice. Logan Kirkpatrick Art shall have no liability to Customer or any third party because of such termination.

Upon termination for any reason, Logan Kirkpatrick Art may delete any Customer archived data within 30 days after the date of termination. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, warranty disclaimers and limitations of liability.

Upon termination by Customer, Customer will not be entitled to any pro-rated refunds on any payments made prior to termination. The Services will still be available for Customer to use until the end of the Subscription period.

Warranty Disclaimer

CUSTOMER USES THE SERVICES AT ITS OWN RISK. Logan Kirkpatrick Art DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. THE SERVICES ARE PROVIDED "AS IS" AND Logan Kirkpatrick Art DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.

Limitation of Liability

NOTWITHSTANDING ANYTHING TO THE CONTRARY, EXCEPT FOR PERSONAL INJURY OR DAMAGE TO REAL OR TANGIBLE PERSONAL PROPERTY PROXIMATELY CAUSED BY Logan Kirkpatrick Art AND ITS SUPPLIERS (INCLUDING BUT NOT LIMITED TO ALL EQUIPMENT AND PROPERTY SUPPLIERS), OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS, AND EMPLOYEES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES RESULTING FROM ANY ACTION IN CONTRACT, TORT, OR OTHERWISE, EVEN IF Logan Kirkpatrick Art HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Export of Services or Technical Data

Customer may not remove or export from the United States of America or allow the export or re-export of the Services, or any direct product thereof, including technical data, in violation of any restrictions, laws, or regulations of the United States or any other applicable country.

Miscellaneous

If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable.

Both parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications, and other understandings relating to the subject matter of this Agreement, and that all waivers and modifications must be in a writing signed by both parties, except as otherwise provided herein.

No agency, partnership, joint venture, or employment is created as a result of this Agreement, and Customer does not have any authority of any kind to bind Logan Kirkpatrick Art in any respect whatsoever.In any action or proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover its costs and attorney’s fees.This Agreement shall be governed by the laws of the State of Massachusetts in the United States of America without regard to its conflict of laws provisions.We reserve the right to modify our pricing and we will notify you by email when this occurs.Profanity. Profanity or profane subject matter in the site content, in the domain name, or in written or video form as a member of the community, are prohibited and could result in immediate termination.Private Information and Images. Customers may not post or disclose any personal or private information about or images of children or any third party without the consent of said party (or a parent's consent in the case of a minor).

Violations of Intellectual Property Rights. Any violation of any person's or entity's intellectual property rights, rights of privacy, rights of publicity or other personal rights is prohibited. Logan Kirkpatrick Art is required by law to remove or block access to content appearing on or through the Services upon receipt of proper notice of copyright infringement (see "Copyright Infringement Notice Information" below).

Misrepresentation of Transmission Information. Forging, misrepresenting, omitting, or deleting message headers, return mailing information and/or Internet protocol addresses to conceal or misidentify the origin of a message is prohibited.

Viruses and Other Destructive Activities. Use of the Services for creating or sending Internet viruses, worms or Trojan horses, or for pinging, flooding or mail bombing, or engaging in denial of service attacks is prohibited. It is also prohibited for any Customer to engage in other activity that is intended to disrupt or interfere with, or that results in the disruption of or interference with, the ability of others to effectively use the Services (or any connected network, system, service or equipment) or conduct their business over the Internet.

Hacking. "Hacking" and related activities are prohibited. "Hacking" includes, but is not limited to, the following activities: illegally or without authorization, accessing computers, accounts or networks, penetrating or attempting to penetrate security measures, port scans, stealth scans, and other activities designed to assist in hacking.

Anonymous Proxies. Logan Kirkpatrick Art does not allow the use of anonymous proxy scripts on its servers. They can be very abusive to the server resources, affecting all users on that server.

Export Control Violations. The exportation of encryption software outside of the United States of America and/or violations of American law relating to the exportation of software is prohibited. Customer may not export or transfer, directly or indirectly, any regulated product or information to anyone outside the United States of America without complying with all applicable statues, codes, ordnances, regulations, and rules imposed by American federal, state or local law, or by any other applicable law.

Child Pornography. The use of the Services to store, post, display, transmit, sell, advertise or otherwise make available child pornography is prohibited. Logan Kirkpatrick Art is required by law to, and will, notify law enforcement agencies when it becomes aware of the presence of child pornography on, or being transmitted through, the Services.

Other Illegal Activities. The use of the Services to engage in any activity that is determined by Logan Kirkpatrick Art, in its sole and absolute discretion, to be illegal is prohibited. Such illegal activities include, but are not limited to, storing, posting, displaying, transmitting, selling or otherwise making available Ponzi or pyramid schemes, fraudulently charging credit cards or displaying credit card information of third parties without their consent, and failure to comply with applicable on-line privacy laws. Logan Kirkpatrick Art will cooperate fully with appropriate law enforcement agencies in connection with any and all illegal activities occurring on or through the Services.

No Solicitation. As a member of the Logan Kirkpatrick Art Community, Customer should not directly or indirectly solicit other Customers. Customer is strictly prohibited from offering or selling products or services within the Logan Kirkpatrick Art community unless consent was explicitly provided by Logan Kirkpatrick Art in writing for each specific product or service.. Soliciting Customers could result in immediate termination.

Other Activities. Engaging in any activity that, in Logan Kirkpatrick Art' sole and absolute discretion, disrupts, interferes with or is harmful to (or threatens to disrupt, interfere with, or be harmful to) the Services, Logan Kirkpatrick Art' business, operations, reputation, goodwill, Customers and/or Customer relations, or the ability of Logan Kirkpatrick Art' Customers to effectively use the Services is prohibited. Such prohibited activities include making available any program, product or service that is designed to or could be used to violate these Terms. In addition, the failure of Customer to cooperate with Logan Kirkpatrick Art in correcting or preventing violations of these Terms by, or that result from the activity of, a customer, patron, subscriber, invitee, visitor, or guest of the Customer constitutes a violation of these Terms by Customer.

COPYRIGHT NOTICE INFRINGEMENT INFORMATION.

In accordance with the Digital Millennium Copyright Act, Logan Kirkpatrick Art has adopted a policy that provides for termination of websites powered by Logan Kirkpatrick Art that are found to infringe on copyrights of third parties. If a copyright holder believes that there has been a violation of his or her copyright on a website that is powered by Logan Kirkpatrick Art or an Logan Kirkpatrick Art subsidiary, and the copyright holder wants Logan Kirkpatrick Art to remove the website or disable the material in question, Logan Kirkpatrick Art will remove the website or disable the material if the copyright holder provides us with all of the following information.

Prohibited Offerings. No Customer may utilize the Services to provide, sell or offer to sell the following: replica or products; controlled substances; illegal drugs and drug contraband; weapons; pirated materials; instructions on making, assembling or obtaining illegal goods or weapons to attack others; information used to violate the copyright(s) of, violate the trademark(s) of or to destroy others' intellectual property or information; information used to illegally harm any people or animals; pornography, nudity, sexual products, programs or services; escort services or other content deemed adult related.

A signature of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed. Identification of the copyrighted work that is claimed is being infringed, or, in the case of claimed infringement of multiple copyrighted works, a representative list of such works.

Identification of the material that is claimed to be infringing or is the subject of infringing activity and that should be removed or access to which should be disabled, with information reasonably sufficient to permit us to locate the material.

Information reasonably sufficient to permit us to contact the person giving the notification, such as an address and telephone, and, if available, an electronic mail address at which such person may be contacted.

A statement that the person giving the notification has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.

A statement that the information in the notification is accurate, and under penalty of perjury, that the person giving the notification is authorized to act on behalf of the owner of the exclusive right that is allegedly infringed.

Backups. For its own operational efficiencies and purposes, Logan Kirkpatrick Art from time to time backs up data on its servers, but is under no obligation or duty to Customer to do so under these Terms. IT IS SOLELY CUSTOMER'S DUTY AND RESPONSIBILITY TO BACKUP CUSTOMER'S FILES AND DATA ON Logan Kirkpatrick Art SERVERS, AND under no circumstance will Logan Kirkpatrick Art be liable to anyone FOR DAMAGES OF ANY KIND under any legal theory for loss of Customer's FILES AND/or data on any Logan Kirkpatrick Art server. To prevent loss of content, Logan Kirkpatrick Art users must only upload copies of their content such as all text, images, videos, and other content and NOT their original and/or only copy. Should any data loss occur, customer is fully responsible for reposting all of their own content.

Governing Law. These Terms shall be governed by the laws of the State of Massachusetts in the United States of America without reference to conflict of law principles. The United Nations Convention on the International Sale of Goods shall not apply and is hereby expressly excluded. By subscribing to or using any of the Services of Logan Kirkpatrick Art, Customer agrees that all disputes, if any, involving Logan Kirkpatrick Art shall be subject exclusively to the jurisdiction of the State and Federal Courts within the County of Hampshire in Massachusetts; provided, further, that all action brought against Logan Kirkpatrick Art in State Court must be brought within the County of Hampshire in Massachusetts. Customer hereby agrees that it is subject to the in-personam jurisdiction of said courts for all purposes in connection with these Terms and/or in connection with any claim or dispute involving Logan Kirkpatrick Art. Customer hereby waives any and all objections that it has or might have, known or unknown, whether

under Massachusetts long arm statute or otherwise, to the existence of said in personam jurisdiction. Customer agrees that it has no right to and shall not file or otherwise bring a lawsuit against Logan Kirkpatrick Art outside the County of Hampshire in Massachusetts; and, that Customer, if involved before a court in a lawsuit outside of the County of Hampshire in Massachusetts, shall be deemed to support and to stipulate to a motion made by Logan Kirkpatrick Art to dismiss said lawsuit with respect to Logan Kirkpatrick Art.

Warranty Disclaimer. YOU, THE CUSTOMER, ACKNOWLEDGE THAT THE SERVICES AND THE SOFTWARE ARE PROVIDED "AS IS, AS AVAILABLE" WITHOUT ANY WARRANTY OF ANY KIND. Logan Kirkpatrick Art HEREBY DISCLAIMS ANY WARRANTY OR CONDITION WITH RESPECT TO THE QUALITY, PERFORMANCE OR FUNCTIONALITY OF THE SERVICES AND SOFTWARE, OR WITH RESPECT TO THE QUALITY OR ACCURACY OF ANY INFORMATION OBTAINED FROM OR AVAILABLE THROUGH USE OF THE SERVICES AND SOFTWARE, OR THAT THE SERVICES AND SOFTWARE WILL BE UNINTERRUPTED, ERROR- FREE OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE SERVICES AND SOFTWARE MAY CONTAIN ERRORS. NO ADVICE OR INFORMATION GIVEN BY Logan

Kirkpatrick Art OR Logan Kirkpatrick Art' REPRESENTATIVES INCLUDING, WITHOUT LIMITATION, CUSTOMER SUPPORT REPRESENTATIVES, SHALL CREATE A WARRANTY. Logan Kirkpatrick Art DISCLAIMS ALL WARRANTIES OR CONDITIONS, EXPRESS, IMPLIED OR STATUTORY INCLUDING, WITHOUT LIMITATION, WARRANTIES OR CONDITIONS OF QUIET ENJOYMENT AND

NON-INFRINGEMENT AND ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY OF COMPUTER PROGRAMS AND CONTENT. Logan Kirkpatrick Art DOES NOT GUARANTEE THAT USERS WILL BE ABLE TO USE THE SERVICES AT TIMES OR LOCATIONS OF THEIR CHOOSING. Logan Kirkpatrick Art DOES NOT WARRANT THAT THE SERVICES ARE COMPATIBLE WITH ANY THIRD PARTY SERVICE OR SOFTWARE, EVEN IF SUCH THIRD PARTY CLAIMS, REPRESENTS OR WARRANTS THAT SUCH SERVICE OR SOFTWARE IS COMPATIBLE WITH ANY SERVICE OR Logan Kirkpatrick Art IN PARTICULAR.

Limitations on Logan Kirkpatrick Art' Liability. Logan Kirkpatrick Art SHALL NOT BE LIABLE FOR NONPERFORMANCE OR DELAY IN PERFORMANCE CAUSED BY ANY REASON, WHETHER WITHIN OR OUTSIDE OF ITS CONTROL. IN NO EVENT SHALL Logan Kirkpatrick Art BE LIABLE UNDER CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR ANY OTHER LEGAL OR EQUITABLE THEORY FOR ANY DIRECT, INDIRECT, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF USE, LOST PROFITS, LOSS OF DATA OR INFORMATION OF ANY KIND OR LOSS OF BUSINESS GOODWILL OR OPPORTUNITY) WHETHER OR NOT Logan Kirkpatrick Art HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES. Logan Kirkpatrick Art SHALL NOT BE LIABLE FOR THE COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY. Logan Kirkpatrick Art' ENTIRE LIABILITY AND CUSTOMER'S EXCLUSIVE REMEDY WITH RESPECT TO ANY USE OF THE SERVICES IS THE CANCELLATION OF CUSTOMER'S ACCOUNT AS SET FORTH HEREIN. IN NO EVENT SHALL Logan Kirkpatrick Art' LIABILITY TO YOU, THE CUSTOMER, EXCEED THE GREATER OF ONE DOLLAR ($1.00) OR ANY AMOUNTS ACTUALLY PAID IN CASH BY YOU, THE CUSTOMER, TO Logan Kirkpatrick Art FOR THE PRIOR ONE MONTH PERIOD. NO ACTION, REGARDLESS OF FORM, ARISING OUT OF THESE TERMS OR OUT OF THE SERVICES MAY BE BROUGHT BY YOU, THE CUSTOMER, MORE THAN ONE YEAR AFTER THE EVENT WHICH GAVE RISE TO THE CAUSE OF ACTION . SOME JURISDICTIONS DO NOT ALLOW A LIMITATION ON LIABILITY FOR NEGLIGENCE THAT CAUSES DEATH OR PERSONAL INJURY AND, IN SUCH JURISDICTIONS, Logan Kirkpatrick Art’ LIABILITY SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

Indemnification of Logan Kirkpatrick Art. You, the Customer, agree to defend, indemnify and hold Logan Kirkpatrick Art, its affiliates and its sponsors, partners, other co- branders and the respective directors, officers and employees of each harmless from and against any and all claims, losses, damages, liabilities and costs (including, without limitation, reasonable attorneys' fees and court costs) arising out of or relating to your breach of any of these Terms or use by you or any third party of the Services, except to the extent the foregoing directly result from Logan Kirkpatrick Art' own gross negligence or willful misconduct. Logan Kirkpatrick Art reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, the Customer.

General. These Terms constitute the entire understanding of the parties and supersede all prior and contemporaneous written and oral agreements with respect to the subject matter hereof. Any rule of construction to the effect that ambiguities are to be resolved against the drafting party will not be applied in the construction or interpretation of these Terms. If one or more of the provisions herein shall be held invalid, illegal or unenforceable in any respect, the validity, legality and enforcement of the remaining provisions shall not be affected or impaired. Any inconsistency between these Terms in English and these Terms in any other language shall, to the fullest extent permitted by applicable law, be resolved by reference to the English version. The failure to enforce or the waiver by either party of a default or breach of the other party shall not be considered to be a waiver of any subsequent default or breach. If You or Logan Kirkpatrick Art cannot perform its obligations under these Terms because of any act of God, accident, strike, court order, fire, riot, war, failure of third-party equipment or any other cause not within the affected party’s reasonable control and that could not be avoided through the exercise of reasonable care and diligence (a “Force Majeure Event”), then the non-performing party will (1) promptly notify the other party, (2) take reasonable steps to resume performance as soon as possible, and (3) not be considered in breach during the duration of the Force Majeure Event. If a Force Majeure Event continues for 5 or more days, Logan Kirkpatrick Art may terminate Your subscription to the Services and these Terms by providing electronic notice to You. IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT IN THE EVENT ANY REMEDY HEREUNDER IS DETERMINED TO HAVE FAILED OF ITS ESSENTIAL PURPOSE, ALL LIMITATIONS OF LIABILITY AND EXCLUSIONS OF DAMAGES SET FORTH

HEREIN SHALL REMAIN IN FULL FORCE AND EFFECT. The following provisions shall survive termination or expiration of this Agreement: Your Account, Privacy and Security, Your Subscription, Your Conduct, Logan Kirkpatrick Art Property, Disclaimer of Warranties; Limitation of Liability; and General Legal Terms.