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TERMS AND CONDITIONS
For Use of the Website
By accessing this Website, You agree to be bound by the Terms and Conditions set forth herein. If there is anything You do not understand please email any inquiry to inquiry[at]thalo.com or inquiry[at]maxgrumbachergallery.com, as the case may be. If at any time You do not agree to these Terms and Conditions, please do not use this Website.
This Website is operated by Thalo LLC. ("Thalo"), the licensee of the trademarks THALO, GRUMBACHER, MAX GRUMBACHER, THALOTV, and other trademarks (“Marks”). “Website” means the websites located at www.thalo.com, www.maxgrumbachergallery.com, any subsequent URL which may replace these websites, and all associated websites, URLs and micro sites. "You/Your" means you as a user of the Website. “User” means all users of this Website. Thalo offers this Website, including all information, tools and services available from this Website, to You conditioned upon Your acceptance of all the terms, conditions, policies and notices stated here. YOUR CONTINUED USE OF THIS WEBSITE CONSTITUTES YOUR AGREEMENT TO THESE TERMS AND CONDITIONS.
Thalo reserves the right to change or update these Terms and Conditions by posting such changes or updates to the Website. Amendments to these Terms and Conditions will be posted at this URL and will be effective when posted. It is Your responsibility to review any such changes or updates and check the Website from time to time to be sure You understand all Terms and Conditions, agreements and policies of the Website and are in compliance with them. You can tell if these Terms and Conditions have changed by checking the last modified date that appears at the end of these Terms and Conditions. Your continued use of the Website following the posting of any amendment, modification or change shall constitute Your acceptance thereof.
1. Your Use of the Website
1.1 You shall not use the Website for any illegal purposes, and You will use it in compliance with all applicable laws and regulations. You shall not use the Website in a way that may cause the Website to be interrupted, damaged, rendered less efficient or such that the effectiveness or functionality of the Website is in any way impaired.
1.2 You agree not to attempt any unauthorized access to any part or component of the Website. You agree that in the event that You have any right, claim or action against any Users arising out of that User's use of the Website, then You will pursue such right, claim or action independently of and without recourse to Thalo.
2. Intellectual Property Ownership and Use
2.1 You acknowledge and agree that all copyrights, trademarks and all other intellectual property rights in all material or content contained within and supplied by Thalo as part of the Website shall remain at all times vested in Thalo or in the owner of such material and content, as the case may be. You are permitted to use and access this material and content only as expressly authorized by Thalo or the owner of the material and content. Nothing herein shall be construed as giving You or any other person or entity any ownership rights in or to the Marks; all such rights being owned exclusively by Thalo.
2.2 Thalo grants You a limited, revocable, non-exclusive license to access and make personal use of the Website as Thalo’s customer. However, You shall not: a) reproduce, duplicate, copy, sell or otherwise exploit the Website or any image, page layout, page design, trade dress, trademark, logo or other content (“Site Content”) for any commercial purpose; b) use a robot, spider or data mining or extraction tool or process to monitor, extract or copy Site Content; c) use any meta tags, search terms, key terms, or the like that contain the Website’s name or Thalo’s Marks; d) engage in any activity that interferes with the Website or another user’s ability to use the Website; e) modify, create derivative works from, reverse engineer, decompile or disassemble any technology used to provide the Website and the goods or services offered on the Website; f) assist or encourage any third party in engaging in any activity prohibited by these Terms and Conditions; or g) assist others in challenging the validity of any Mark, the ownership of any Mark or the registration of any Mark.
2.3 All materials and content contained within the Website, including but not limited to the text, graphics, logos, button icons, images, audio clips, video clips, articles, posts and data compilations appearing on the Website, are owned by Thalo or are used by Thalo with permission, and are protected by U.S. and foreign copyright or other intellectual property laws. No portion of the materials or content on these pages may be reprinted or republished in any form without the prior express written permission of Thalo or of the content owner, as the case may be.
3. Infringement Notice
3.1 Thalo respects the intellectual property rights of others and requires that its Users do the same. If You believe Your work has been copied in a manner that constitutes copyright infringement or Your rights are otherwise infringed or violated by anything on the Website, please notify Thalo by sending an email to the following address: infringement[at]thalo.com or infringement[at]maxgrumbachergallery.com, as the case may be.
3.2 In order for Thalo to more effectively assist You, the notification must include ALL of the following:
a. A physical or electronic signature of the owner of the right claimed to be infringed or the person authorized to act on the owner's behalf;
b. A description of the copyrighted work or other right You claim has been infringed or violated;
c. Information reasonably sufficient to locate the material in question on the Website;
d. Your name, address, telephone number, e-mail address and all other information reasonably sufficient to permit Thalo to contact You;
e. A statement by You that You have a good faith belief that the disputed use is not authorized by the rightful owner, its agent or the law; and
f. A statement by You, made under penalty of perjury, that the above information in Your notice is accurate and that You are the owner of the right claimed to be infringed or violated or are authorized to act on behalf of the owner.
4. Errors and Inaccuracies
Thalo strives to provide complete, accurate, up-to-date information on the Website. Unfortunately, despite those efforts, human or technological errors may occur. The Website may contain typographical mistakes, inaccuracies, or omissions, some of which may relate to pricing and availability, and some information may not be complete or current. Thalo reserves the right to correct any errors, inaccuracies or omissions, including after an order has been submitted, and to change or update information at any time without prior notice.
5. Changes to Website
5.1 Other than as may be required by law, Thalo reserves the right to modify or withdraw, temporarily or permanently, the Website (or any part of) with or without notice to You, and You confirm that Thalo shall not be liable to You or any third party for any modification to withdraw or withdrawal of the Website or any portion of it.
5.2 The Website is subject to constant change. You will not be eligible for any compensation because You cannot use any part of the Website or because of a failure, suspension or withdrawal of all or part of the Website.
6. External Sites and Resources
Thalo is not responsible for the availability of any websites owned or controlled by third-parties, including but not limited to any third-parties that are managing Thalo’s contests and Reproduction services, and does not endorse and is not responsible or liable, directly or indirectly, for the privacy practices or the content (including misrepresentative or defamatory content) of any third party websites, including (without limitation) any advertising, products or other materials or services on or available from such websites or resources, nor for any damage, loss or offense caused or alleged to be caused by, or in connection with, the use of or reliance on any such content, goods or services available on such third-party external sites or resources.
7. Orders, Price and Resale
Nothing on the Website constitutes a binding offer to sell products described on the Website or to make such products available in Your area. Thalo reserves the right at any time after receipt of Your order to accept or decline Your order, or any portion thereof, in Thalo’s sole discretion, even after Your receipt of an order confirmation or after Your credit card has been charged. The prices displayed on the Website are quoted in U.S. dollars and must be paid in U.S. dollars. In the event a product is listed at an incorrect price, Thalo has the right to refuse or cancel orders placed for the product listed at the incorrect price, regardless of whether the order has been confirmed or Your credit card charged. If Your credit card has already been charged for the purchase and Your order is canceled, Thalo will issue a credit to Your credit card account.
8. Product Information
THE PARTICULAR TECHNICAL SPECIFICATIONS AND SETTINGS OF YOUR COMPUTER AND ITS DISPLAY COULD AFFECT THE ACCURACY OF ITS DISPLAY OF THE COLORS OF PRODUCTS OFFERED ON THE WEBSITE.
9. Online Services
9.1 The Website contains or may contain various interactive portions/services, such as a place where artists can display and sell their works, a place to upload resumes and seek employment, a contest section where artists can upload their artwork and compete for prizes, and, may in the future offer forums, message boards, a chat room, and other types of interactive features ("Online Services"). Thalo has no obligation to actively monitor the Online Services, but Thalo reserves the right to do so. Thalo is not responsible for the content of any artwork, job posting, resume, User comments, or other content that may be posted or uploaded by a User (“User Content”). Thalo does not vouch for or warrant the accuracy, completeness, or usefulness of any User Content.. Thalo reserves the right, in its sole discretion, to edit, delete, or refuse to post any User Content for any reason whatsoever. All User Content reflects the views and opinions of the person speaking or writing, and such views and opinions are not necessarily those of Thalo.
9.2 Any User who believes that any User Content or any other content of the Website is inaccurate or objectionable should contact Thalo by sending an email to inquiry[at]thalo.com or inquiry[at]maxgrumbachergallery.com, as the case may be. The User shall please provide Thalo with detailed information about the nature and location of the alleged objectionable material so that Thalo may easily locate and investigate the same.
9.3 By using this Website, You agree that:
a. You will not upload, post, email or otherwise transmit any material or other content that: (i) is defamatory, libelous, disruptive, threatening, invasive of a person's privacy or right of publicity, harmful, abusive, harassing, obscene, hateful, or racially, ethnically or otherwise objectionable; or that otherwise violates any law; (ii) contains software viruses or any other computer codes, files or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment; (iii) infringes any person or entity's intellectual property rights (including but not limited to, patent, trademark, trade secret, copyright or other intellectual property right).
b. You will not impersonate any person or entity or otherwise misrepresent Your affiliation with a person or entity.
c. You will not repeatedly post the same or similar message ("flooding") or post excessively large or inappropriate images or content.
d. You will not distribute or publish unsolicited promotions, advertising or solicitations for funds, goods or services, including but not limited to, junk mail, spam and chain letters.
9.4 Postings and uploads of material to the Website become public information. You should be very careful about posting personally identifiable information such as Your name, address, telephone number or email address. If You post personal information online, You may receive unsolicited messages from other Users in return.
9.5 Thalo reserves the right to issue warnings, suspend or terminate the registration of Users who refuse to comply with these Terms and Conditions. Thalo may modify these Terms and Conditions from time to time, and such modifications will be effective and binding on You when posted online.
9.6 If You use the Website, You are responsible for maintaining the confidentiality of your account(s) and password(s) and for restricting access to Your computer. You agree to accept responsibility for all activities that occur under Your account(s) or password(s), regardless of whether such use is authorized by You or not.
9.8 You may visit/peruse most of the areas in the Website, including the Max Grumbacher Gallery section, (which can also be accessed through its own URL www.maxgrumbachergallery.com) without registering. If you would like to participate in any of the Online Services provided through the Website, you will need to open the appropriate account to allow you to do so. You have two options for creating an account: (i) an account with www.thalo.com (“Thalo Account”); and (ii) an account with www.maxgrumbachergallery.com (“Gallery Account”). If You choose to create one or both types of accounts, you must follow the instructions for setting up such account(s) on the relevant portion of the Website.
(i) a Thalo Account if You would like to leave comments or rate content on the Website, participate in the Jobs & Careers section, participate in the contest section, and/or shop for products in the shop section (but not including Reproductions offered for sale through the Max Grumbacher Gallery).
(ii) a Gallery Account if You would like to participate as an artist to exhibit and/or sell original artwork and/or reproductions or if you would like to participate as a buyer to purchase original artwork or reproductions through the Max Grumbacher Gallery.
You may have only one Thalo Account and one Gallery Account open at any given time. Once You open an account, You may be prompted to provide additional information in order to utilize or participate in certain Online Services.
10. Buyers of Original Artwork from the Max Grumbacher Gallery
10.1 The Website provides a venue for artists to sell original works of art to Users of the Website. You acknowledge and agree that Thalo is not an art gallery, art broker, or art dealer, and is only providing the Website as a service to artists who are members of the Max Grumbacher Gallery. To the extent You offer to purchase any original work of art from one of the artists through the Website, You hereby acknowledge and understand that the Gallery’s role is that of a lead generator for original artwork offered for sale by the Artist. If You are interested in purchasing original artwork, fill out the necessary forms and the Gallery will notify the artist regarding your interest. From this point forward, the transaction is strictly between You and the artist. You (together with the selling artist) are responsible for: (i) payment for the original artwork (see section 10.3); (ii) payment of all shipment costs of the artwork, insurance and risk of loss; (iii) payment of all applicable taxes and other costs; (iv) resolution of any dispute; and (v) complying with any applicable laws, restrictions, regulations that may pertain to the transaction. Thalo provides this service for Your convenience only, and Thalo assumes no responsibility for and makes no warranty or representation regarding any sale of original artwork. Thalo cannot ensure that a buyer or seller of original works of art will actually complete a transaction. Thalo will use its reasonable efforts to promptly inform artist of any offers to purchase original artwork; however, Thalo shall have no liability to You should Thalo fail to communicate such offer or should artist not receive such offer.
10.2 If artist chooses to sell original artwork through the Max Grumbacher Gallery, the artist is responsible for keeping artist’s gallery up to date with respect to original artwork that is available for sale. It is the responsibility of the artist to update the status of artist’s original artwork if artist has sold it off-line or through artist’s own personal website or if artist changes his/her mind and decides not to sell the original artwork.
10.3 If You wish to purchase any original artwork, You will click on the appropriate portion of the Website for doing so, supplying all information requested. Thalo will then send the artist an email informing them that You wish to purchase his/her original artwork that is exhibited in the Website. You hereby acknowledge and understand that the Gallery’s role is that of a lead generator for original artwork offered for sale by the Artist. From this point forward, the transaction is strictly between You and the artist.
10.4 WHEN YOU PURCHASE ANY ORIGINAL ARTWORK, YOU ACKNOWLEDGE THAT THE PARTICULAR TECHNICAL SPECIFICATIONS AND SETTINGS OF YOUR COMPUTER AND ITS DISPLAY COULD AFFECT THE ACCURACY OF ITS DISPLAY OF THE COLORS OF THE ORIGINAL ARTWORK OFFERED ON THE WEBSITE (“COLOR VARIATIONS”).
10.5 Thalo is not liable for any financial damage (including but not limited to the cost of any replacement purchase) that may occur because of non-timely arrival or any lack of availability or conformity of the original artwork.
11. Buyers of Fine Art Reproductions and Poster Prints
11.1 All fine art reproductions and poster prints (“Reproductions”) will be manufactured on demand by Thalo. Thalo cannot confirm the price of an item until you order. Despite Thalo’s best efforts, some of the items shown on the Website may be mispriced as a result of price changes that are implemented at or about the time of Your visit to the Website. However, Thalo does not charge Your credit card until after Your order has entered the shipping process. Thalo will send you an email confirming Your purchase and the current price of the item ordered. If an item’s correct price is higher than the price listed on the Website, Your sole recourse is cancellation of your order.
11.2 Thalo will expedite shipments of Reproductions within 2-3 business days of when You place Your order, and You can expect to receive Your item(s) within 10 business days from the date of Your order. However, some items may take longer. Thalo has sole discretion as to the method of shipment, and Thalo currently expedites shipments via UPS, but may in the future choose another shipping source such as FedEx or the United States Postal Service. Thalo will also ship to certain countries outside of the United States, but some products may not be eligible for international shipping.
11.3 Items shipped to certain destinations may require sales or other taxes. The prices reflected on the Website do not include applicable taxes. Taxes of which Thalo is aware will be calculated at the time of Your order depending upon Your shipping destination. If Your state or jurisdiction requires any sales, use or other taxes, and You are not charged for such taxes on the respective Thalo invoice, You are responsible for the payment of all such taxes.
11.4 YOU ACKNOWLEDGE THAT IN THE PROCESS OF CREATING REPRODUCTIONS, SOME CROPPING, ALTERATION, OR DISTORTION OF THE ARTWORK, IMAGES OR COLORS MAY OCCUR (“PRINT CHANGES”). IN ADDITION, YOU ACKNOWLEDGE THAT THE PARTICULAR TECHNICAL SPECIFICATIONS AND SETTINGS OF YOUR COMPUTER AND ITS DISPLAY COULD AFFECT THE ACCURACY OF ITS DISPLAY OF THE COLORS OF THE REPRODUCTIONS OFFERED ON THE WEBSITE RESULTING IN COLOR VARIATIONS. YOU SHALL NOT BE ENTITLED TO A REFUND OR REPLACEMENT AS A RESULT OF PRINT CHANGES OR COLOR VARIATIONS.
11.5 You have 30 days from the Sale Date to return your order for a full refund.
11.6 Thalo is not liable for any financial damage (including but not limited to the cost of any replacement purchase) that may occur because of non-timely arrival or any lack of availability or conformity of the Reproduction. The risk of loss and title for all products purchased from Thalo passes to You upon Thalo’s delivery to the carrier.
12.1 THALO MAKES NO WARRANTIES, WHETHER EXPRESS OR IMPLIED IN RELATION TO THE ACCURACY OF ANY INFORMATION ON THE WEBSITE. THE WEBSITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY REPRESENTATION OR ENDORSEMENT. UNLESS SPECIFIED IN SEPARATE TERMS AND CONDITIONS RELATED TO A PARTICULAR PRODUCT OR SERVICE, THALO MAKES NO WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, IN RELATION TO THE WEBSITE, OR PRODUCTS OR SERVICES OFFERED ON THE WEBSITE WHETHER BY THALO, ON THALO’S BEHALF, OR BY OTHERS, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COMPATIBILITY, SECURITY, ACCURACY, CONDITION OR COMPLETENESS, OR ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OR TRADE.
12.2 UNLESS SPECIFIED IN SEPARATE TERMS AND CONDITIONS RELATED TO A PARTICULAR PRODUCT OR SERVICE, THALO MAKES NO WARRANTY THAT THE WEBSITE OR PRODUCTS OR SERVICES OFFERED ON THE WEBSITE WILL MEET YOUR REQUIREMENTS OR WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE OR PRODUCTS OR SERVICES OFFERED ON THE WEBSITE WHETHER BY THALO, ON THALO’S BEHALF, OR BY OTHERS, ARE FREE OF VIRUSES OR BUGS OR ARE FULLY FUNCTIONAL, ACCURATE, OR RELIABLE. THALO WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSS OF CONTENT OR MATERIAL AS A RESULT OF UPLOADING TO THE WEBSITE.
12.4 THALO DOES NOT CONTROL THE ARTIST, THE JOBS/CAREERS, OR OTHER USER CONTENT POSTED OR DISTRIBUTED ON OR THROUGH THE WEBSITE BY THOSE WHO USE THE ONLINE SERVICES. THALO ASSUMES NO RESPONSIBILITY FOR AND MAKES NO WARRANTY OR REPRESENTATION AS TO THE ACCURACY, CURRENCY, COMPLETENESS, RELIABILITY OR USEFULNESS OF ANY CONTENT, ARTWORK, RESUMES, OR JOB POSTINGS DISTRIBUTED OR MADE AVAILABLE THROUGH THE WEBSITE BY THOSE WHO USE THE ONLINE SERVICES. THALO MAKES NO REPRESENTATION THAT THE QUALITY OF ANY WORKS OF ORIGINAL ART PURCHASED OR OBTAINED BY USERS THROUGH THE WEBSITE WILL MEET THE USERS’ EXPECTATIONS, THAT ARTIST WILL SELL ANY ARTWORK THROUGH THE WEBSITE, OR THAT USERS WILL FIND EMPLOYMENT OR SUITABLE EMPLOYEES THROUGH THE WEBSITE.
12.5 THALO MAKES NO REPRESENTATIONS OR WARRANTIES AS TO ANY CONTENT POSTED ON THE WEBSITE THAT IS WRITTEN OR SPOKEN BY A PERSON OR COMPANY OTHER THAN THALO. THE VIEWS AND OPINIONS EXPRESSED BY ANY SUCH THIRD PARTIES IN ARTICLES, VIDEOS, OR USER CONTENT REFLECT THE VIEWS AND OPINIONS OF ENTITY OR PERSON EXPRESSING THEM AND ARE NOT NECESSARILY THE VIEWS OR OPINIONS OF THALO.
13. Limitations on Liability
THALO WILL NOT BE LIABLE, IN CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE), PRE-CONTRACT OR OTHER REPRESENTATIONS (OTHER THAN FRAUDULENT MISREPRESENTATIONS) OR OTHERWISE OUT OF OR IN CONNECTION WITH THE WEBSITE OR PRODUCTS OR SERVICES OFFERED ON THE WEBSITE FOR ANY ECONOMIC LOSSES (INCLUDING WITHOUT LIMITATION LOSS OF REVENUES, PROFITS, CONTRACTS, BUSINESS OR ANTICIPATED SAVINGS) OR ANY LOSS OF GOODWILL OR REPUTATION, OR ANY LOSS OR CORRUPTION OF DATA, OR ANY SPECIAL OR INDIRECT OR CONSEQUENTIAL LOSSES; IN ANY CASE WHETHER OR NOT SUCH LOSSES WERE WITHIN THE CONTEMPLATION OF THALO AT THE DATE ON WHICH THE EVENT GIVING RISE TO THE LOSS OCCURRED.
YOU AGREE TO BE FULLY RESPONSIBLE FOR (AND FULLY INDEMNIFY THALO AGAINST) ALL CLAIMS, LIABILITY, DAMAGES, LOSSES, COSTS AND EXPENSES, INCLUDING LEGAL FEES, SUFFERED BY THALO AND ARISING OUT OF ANY MATERIALS YOU UPLOAD OR POST TO THE WEBSITE AND ANY BREACH OF YOUR REPRESENTATIONS AND WARRANTIES OR THESE TERMS AND CONDITIONS BY YOU OR ANY OTHER LIABILITIES ARISING OUT OF YOUR USE OF THE WEBSITE, OR THE USE BY ANY OTHER PERSON ACCESSING THE WEBSITE USING YOUR PC OR INTERNET ACCESS ACCOUNT.
15. Investigations of Violations of These Terms
Thalo may investigate any reported violation of its Terms and Conditions and take any action that it deems appropriate. Such action may include, but is not limited to, issuing warnings, removing posted content and/or reporting any activity that it suspects violates any law or regulation to appropriate law enforcement officials, regulators, or other third parties.
16. Notice for California Users
Under California Civil Code Section 1789.3, California Website users are entitled to know that they may file grievances and complaints with: the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs, in writing at 400 R Street, Suite 1080, Sacramento, California 95814, or by telephone at (916) 445-1254 or (800) 952-5210, or by email at dca[at]dca.ca.gov.
17.1 If any term, clause or provision of these Terms and Conditions shall be deemed invalid or unenforceable for any reason, the remainder of this Agreement shall remain valid and enforceable in accordance with its terms.
17.3 Thalo may freely assign these Terms and Conditions or any of its rights and/or obligations hereunder.
18. Contact Information
You may send Thalo notices or communicate with Thalo by email to inquiry[at]thalo.com or inquiry[at]maxgrumbachergallery.com, as the case may be. If you do not receive a response from Thalo to any emails You send to Thalo within 7 business days, please send Thalo another email as Your original email may not have been received.
DATE LAST MODIFIED: APRIL 03, 2012