Terms and Conditions for Gallery325.com Membership:

DEFINITIONS

This website located at www.gallery325.com ("Website") is operated by ArtCite, Inc. ("ArtCite"). Gallery325 provides access to information regarding Original Art. The following definitions apply to this User Agreement ("Agreement"):

A "User" is anyone who establishes or accesses a connection to the Website for any purpose

"Original Art" is defined as 'Paintings, drawings, prints, sculptures, multi-media works, photographs, films, sketches, albums, and other related forms of art in their original form as created by the artist, or as a limited reproduction in which each piece can be individually identified."

A "Member" is a for-profit gallery or dealership, or an operator thereof, that sells Original Art to the general public via the internet and/or a storefront; or a business that sells Original Art; or a broker or brokerage company that sells Original Art to for-profit or non-profit institutions; or an established non-profit art league, museum, art fair, or cooperative that sells Original Art to the public; or an appraiser of Original Art; or an artist who creates Original Art and sells it to the public; or an owner or collector of Original Art who owns Original Art either as private individual or as a business.

CONDITIONS OF USE

Every User is subject to the terms and conditions of this Agreement, where applicable. Access to the Website constitutes acceptance of this Agreement. The right to use the Website is personal to the User and is not transferable by User to any person or entity. User is responsible for all of User's use of the Website and for complying with the terms and conditions herein. User shall use the Website only for lawful purposes. Any use of the Website that results in a violation of any local, state, national, territorial, or international law or regulation may subject User to civil and/or criminal liability. All violators of this Agreement will be prosecuted to the maximum extent of the law.

User shall use the Website only for informational purposes. USER MAY VIEW PAGES, IMAGES AND INFORMATION ("WEBSITE CONTENT") ON THE WEBSITE FOR INFORMATIONAL PURPOSES ONLY. USER SHALL NOT, IN ANY INSTANCE, REDISTRIBUTE, RETRANSMIT, OR REPRODUCE, IN ANY MEDIA, ANY WEBSITE CONTENT. User may not modify, delete, or add to any Website content, unless User is a Member submitting information pursuant to the terms and conditions provided in the section entitled MEMBER USE. Unauthorized use of Website content is expressly prohibited, may constitute copyright among other legal violations, and may result in civil and criminal penalties.

ArtCite/Gallery325.com owns all copyrights in and to Website content created by Gallery325. Website content also contains intellectual property of others.

ArtCite, Inc. owns the copyright and trade dress in the overall design and layout of the website which are protected pursuant to 17 U.S.C. Sections 101 et.seq. and 15 U.S.C. Sections 1125(a) et. seq.

User agrees to indemnify and hold ArtCite, Inc. harmless against any loss, claim, demand, cause of action, damage, liability, cost and expense, including reasonable attorney's fees or costs, arising directly or indirectly from all third party claims resulting from the actions of User, including, without limitation, alleged or actual violation of copyright or other proprietary right with regard to material provided by members, display of actual alleged obscenity, or any breach of warranty or representation or other term of this Agreement by User.

These terms and conditions of use shall be construed under and in accordance with the laws of the Commonwealth of Virginia. All disputes arising under this Agreement shall be submitted to binding arbitration in Virginia, and shall be settled in accordance with the Rules of the American Arbitration Association. The judgment of the arbiter shall be final. Judgment upon the award may be entered in any court having jurisdiction thereof. If any portion of this Agreement shall be deemed by a court of competent jurisdiction to be invalid or void for any reason, the remainder of this Agreement shall remain in full force and effect.

NO WARRANTIES AND REPRESENTATIONS BY ARTCITE/GALLER325.COM ARTCITE/GALLER325.COM MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION AVAILABLE ON THE WEBSITE FOR ANY PURPOSE. ALL WEBSITE CONTENT, MATERIAL AND SERVICES ARE PROVIDED " AS IS" WITHOUT WARRANTY OF ANY KIND. ARTCITE/GALLER325.COM DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE WEBSITE AND WEBSITE CONTENT, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANT ABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON INFRINGEMENT. SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO THE FOREGOING WARNING MAY NOT APPLY TO YOU.

NOTICE THAT WEBSITE CONTENT MAY BE INACCURATE AND MAY BE CHANGED MATERIAL SUBMITTED BY MEMBERS FOR INCLUSION ON THE WEBSITE IS NOT REVIEWED BY ARTCITE/GALLERY325.COM AND MAY INCLUDE SUBSTANTIVE AND TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY MADE AND CONTENT IS PERIODICALLY DELETED AND ADDED TO THE WEBSITE. ARTCITE/GALLERY325.COM MAY MAKE, ENHANCE, ALTER, IMPROVE, AND/OR OTHERWISE CHANGE CONTENT POSTED ON THE WEBSITE AT ANY TIME. BECAUSE OF THE NATURE OF WEBSITES, YOU SHOULD NOT MAKE DECISIONS BASED SOLELY ON THE WEBSITE CONTENT WITHOUT FIRST VERIFYING INFORMATION POSTED ON THE WEBSITE WITH OTHER SOURCES DEEMED TO BE RELIABLE BY YOU, THE USER. YOU SHOULD NOT RELY ON THE INFORMATION FOUND ON THE WEBSITE.

NO LIABILITY

IN NO EVENT SHALL ARTCITE,INC. OR GALLERY325.COM BE LIABLE FOR ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA OR PROFITS, OR THE DISCLOSURE OF INFORMATION, WHETHER IN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THE WEBSITE OR RELATED SOFTWARE, PROVISION OF SERVICES, FAILURE TO PROVIDE SERVICES, THE USE OF OR RELIANCE ON INFORMATION AVAILABLE FROM THE WEBSITE, OR THE ABSENCE OR INACCURACY OF INFORMATION ON THE WEBSITE. IN ANY EVENT, ARTCITE'S LIABILITY SHALL BE LIMITED TO THE AMOUNT OF FEES PAID BY YOU DURING THE PRECEDING YEAR. IF YOU HAVE NOT PAID ANY FEES TO ARTCITE/GALLER325.COM, THEN ARTCITE/GALLER325.COM SHALL HAVE NO LIABILITY FOR DAMAGES.

LINKS TO THIRD PARTY SITES

THE WEBSITE MAY CONTAIN LINKS TO OTHER WEBSITES ("LINKED SITES"). LINKED SITES ARE NOT PROVIDED, SPONSORED, CONTROLLED OR AFFILIATED IN ANY MANNER WITH ARTCITE/GALLER325.COM. THE LINKED SITES ARE NOT UNDER THE CONTROL OF ARTCITE/GALLER325.COM, WHICH IS NOT RESPONSIBLE FOR THE CONTENTS OF ANY LINKED SITE OR ANY LINK CONTAINED IN A LINKED SITE. ARTCITE/GALLER325.COM PROVIDES LINKS TO THE LINKED SITES ONLY AS A CONVENIENCE, AND THE INCLUSION OF ANY LINK DOES NOT IMPLY ENDORSEMENT, AFFILIATION, SPONSORSHIP , AND/OR APPROVAL OF THE LINKED SITE BY ARTCITE.

MODIFICATION

ArtCite/Gallery325.com may modify and add rules, terms, and conditions of usage in its sole discretion. Revisions to this Agreement shall be posted on the Website and shall be effective on posting. User agrees that no other notice shall be necessary or required. User agrees that the Agreement shall be amended by such postings, and that User shall comply with such revised terms.

MEMBER USE

Only Members, as defined above, may submit Original Art sales information to the Website. Any User who submits sales information to the Website warrants and represents that the User is a "Member" as defined above. For purposes of this Agreement, each member shall be a User , and subject to all of the terms of this Agreement, including, without limitation, the disclaimers of warranties and limitation of liability.

Member warrants that any and all information provided by Member is, to the best of Member's knowledge, accurate and true.

Unless information submitted by a member is clearly and prominently marked as confidential, Member consents to the public disclosure of the information, and represents and warrants that the Member has the right to authorize Gallery325.com to make the information public.

Member shall pay the required fee for each page displayed with the Website. Member understands that ArtCiteArtCite/Gallery325.com may charge a fee associated with a request to change or alter data and may require consent from the purchaser and/or artist before certain data entries are changed. Member shall not charge or pass on to purchasers any fee charge by ArtCite/Gallery325.com, unless the fee is for a correction attributable to wrong information supplied by the purchaser.

Member may terminate membership at any time, without notice.

Member shall not register any sales of Original Art on the website that feature pornographic subject matter, or that feature children in a manner that could be interpreted as pornographic, and understands that such action may constitute a violation of federal and/or state criminal statutes. Member shall register all Original Art that contains adult-oriented material or themes in the category "Adult Themes." ArtCite/Gallery325.com reserves the right to transfer any registered Original Art, in its sole discretion, deems is most appropriate and accurate, but shall be under no obligation to do so.

Member warrants and represents that it has the right to provide the information to Gallery325.com for display on the Website, for archival purposes, and for use by Users pursuant to the terms and conditions herein. Applicant warrants and represents that it has not assigned or silenced any conflicting rights to anyone else.

ArtCite/Gallery325.com is a symbol of integrity. As Gallery325.com makes no guarantee of the accuracy or veracity of any images or information provided by Members and does not warrant the value of any Original Art registered on the Website, ArtCite/Gallery325.com expects each Member to provide the highest levels of integrity and accuracy with respect to material submitted to the Website. Each Member agrees to maintain such high levels of integrity and accuracy.

ArtCite/Gallery325.com reserves the right to refuse, suspend or permanently revoke membership of any Member and to delete entries at its sole discretion.

The deliberate submission of false information to a public registry may be a violation of federal and/or state law and could result in criminal and civil penalties.

The Term ARTCITE.COM is a registered service mark of ArtCite, Inc. ArtCite grants the Applicant the right to use the service mark ARTCITE.COM in Member's promotional, advertising, and marketing materials, provided that the mark is always displayed as follows ARTCITE.COM /TM. Member grants ArtCite the right to use Member's name in connection with promoting and marketing the Website.

For further information and questions, email us at service@artcite.com COPYRIGHT NOTICE. Copyright ~ 2003 ArtCite, Inc., 5305 Dunleer Lane, Burke, VA A 22015. All rights reserved.