Updated November 29th, 2023
Introduction, Overview, and Your Agreement
These terms of service (and any other terms or information incorporated into them by reference) (collectively the “Terms”) govern your access and use of ArtForge (the “Services”).
Art Forge Labs, Inc. ("ArtForge," "we," or "us") offers services that enable our users to harness creative generative tools for crafting unique images from text descriptions ("Content") using an artificial intelligence ("AI") tool. As this AI technology is in a stage of continuous development, we make concerted efforts to prevent the production of extreme content, but we cannot assure the complete suitability or appropriateness of the images created. The responsibility for the usage of these services, including the text prompts you provide, the Content you generate, and the outcomes of sharing your Content (further explained below), rests entirely with you.
By utilizing our service, you affirm that you are of legal age to form a binding contract within your jurisdiction and that you accept these Terms. If you are using our Services on behalf of a business or entity, you are also confirming that you possess the necessary authority to commit them to these Terms. If you are not of legal age, do not agree with these Terms, or lack the required authority, you are prohibited from accessing or using our Services. Any usage under these circumstances would be entirely unauthorized and a breach of these Terms.
Your Information
To understand the methods and reasons behind our collection, storage, usage, and potential sharing of your personal information when you use our Services, including during the registration process for creating a membership account, we encourage you to carefully read and review our Privacy Policy.
Community Guidelines
Your role as a member of our user community is crucial, as your vast creativity significantly contributes to forging an ideal environment for generating remarkable Content. It's imperative that your contributions are safe, lawful, and align with these Terms. Our expectations from you are explicit, and we want to outline the potential actions we might take if these expectations are not met. The Community Guidelines, which govern your Content and use of the Services, should be reviewed attentively.
You will not use the Services in any manner described below in “Prohibited Uses.”
Breaching these Terms (including the Community Guidelines) can lead to us, at our sole discretion, suspending or terminating your access to the Services. This may include a permanent ban, and you will lose any fees paid. We reserve the right to modify the Services as we see fit. While we aim to provide reasonable notice of any suspension, termination, or changes, we may proceed without notice if necessary to comply with legal requirements, protect or enforce our legal rights, prevent misuse of the Services, or manage legal or regulatory impacts on us, or in response to emergencies. If your account is disabled due to a violation of the Terms or related to your conduct, you are not permitted to create a new account without our explicit permission, which we may withhold at our discretion. The creation of a new account, if permitted, does not negate our previous decision to disable your account.
Without limiting the foregoing, you acknowledge and agree that Art Forge may preserve your text prompts and may also disclose your text prompts if required to do so by law or in Art Forge’s good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce these Terms; (c) respond to claims that any Content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Art Forge, its officers, employees, directors, shareholders, licensors, service providers, agents, and the public.
Prohibited Uses
We encourage you to use the Services for self-expression and to create Content that interests you. However, this should not compromise the safety and well-being of others. As such, you must not, nor should you help anyone else to:
Violate these Terms, the License, or other policies applicable to the Services;
Generate Content or engage in any Content Sharing that has any risk or possibility of exploiting, harming, or endangering the health or well-being of children or other minors (“Children”), such as images of Children in sexualized costumes, poses, or a sexual fetishistic context, or which identifies, directly or indirectly, alleged victims of child sexual exploitation, or for the purpose of exploiting, harming or attempting to exploit or harm Children in any way;
Upload any materials that: (i) infringe any intellectual property or other proprietary rights of any party; (ii) you do not have a right to upload under any law or under any contractual or fiduciary relationship;
Interfere with or disrupt the Services or servers or networks connected to the Services;
Access or otherwise obtain any materials or information through any means not intentionally made available or provided for by Art Forge to you through the Services;
Use the Services in any way that violates any applicable national, federal, state, local or international law or regulation; or
Attempt to do any of the above.
The Services reserve the right to block specific text prompts if we determine, in our sole discretion, that they breach the Terms of Service. This can occur even if there was no malicious intent on your part or if the Content does not breach the above prohibitions. Additionally, we may block prompts that we find objectionable or believe could reasonably expose us or others to harm or liability.
Ownership of Content;
As between you and Art Forge, you own the Content that you generate using the Services to the extent permitted by applicable law.
With respect to images you upload to the Services, you represent and warrant that you own all right, title, and interest in and to such images, including without limitation, all copyrights and rights of publicity contained therein. You are responsible for the Content, including for ensuring any Content Sharing does not violate any applicable law, intellectual property right of any third party, or these Terms.
Feedback
We always love to receive feedback, comments, ideas, proposals, and suggestions for improvements to the Services (“Feedback”). You acknowledge that any Feedback provided by you to Art Forge is not confidential and that Art Forge and its affiliates will be entitled to the unrestricted use and dissemination of such Feedback for any purpose, without providing any compensation or other attribution or acknowledgment to you.
Disclaimer
The Services are provided "as is" and "as available," without any warranties. To the extent permitted by law, we disclaim all warranties, whether express, implied, statutory, or otherwise, regarding the Services or Content. This includes, but is not limited to, any warranties of merchantability, fitness for a particular purpose, title, and non-infringement. Art Forge does not guarantee that (A) the Services will meet your specific needs, (B) the Services will be uninterrupted, timely, secure, or free of errors, and (C) the outcomes obtained from using the Services will be accurate or reliable.
Art Forge reserves the right to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice. You agree that Art Forge will not be liable to you or to any third party for any modification or discontinuance of the Services, except as set forth in the “Limitation of Liability” section below.
You understand that we are not responsible for any activities or legal consequences of your use of the Services. Users are responsible for using the Services in compliance with all applicable laws and regulations of the jurisdictions in which such users are domiciled, reside, or are located at the time of such access or use, the jurisdictions into which such users direct any Content Sharing, as well as these Terms.
Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT NEITHER ARTFORGE NOR ITS OFFICERS, EMPLOYEES, DIRECTORS, SHAREHOLDERS, LICENSORS, SERVICE PROVIDERS, AND AGENTS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF ARTFORGE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, RESULTING FROM: (A) THE USE OR THE INABILITY TO USE THE SERVICES OR ANY RELATED INFORMATION; (B) UNAUTHORIZED ACCESS TO OR ALTERATION OF ANY CONTENT; (C) CONDUCT OF ANY THIRD PARTY (INCLUDING OTHER USERS) OF THE SERVICES; OR (D) ANY OTHER MATTER RELATING TO THE SERVICES. IN NO EVENT WILL ARTFORGE’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED THE GREATER OF (I) ONE HUNDRED DOLLARS ($100) OR (II) THE PRICE YOU PAID FOR THE AMOUNT OF CREDITS CONSUMED BY THE SERVICE IN THE LAST TWELVE (12) MONTHS. IF YOU ARE MERELY DISSATISFIED WITH ANY PORTION OF THE SERVICES OR WITH THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICES.
YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION THAT YOU MAY HAVE ARISING OUT OF OR RELATED TO USE OF THE SERVICES OR THESE TERMS MUST BE FILED BY YOU WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR BE FOREVER BARRED.
BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF CERTAIN CATEGORIES OF DAMAGES, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Dispute Resolution by Binding Arbitration
PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.
Agreement to Arbitrate. This Dispute Resolution by Binding Arbitration section is referred to in these Terms as the “Arbitration Agreement.” You and Art Forge agree that any and all disputes, claims, demands, or causes of action (“Claims”) that have arisen or may arise between you and us, whether arising out of or relating to these Terms, the Services, or any aspect of the relationship or transactions between us, will be resolved exclusively through final and binding arbitration before a neutral arbitrator, rather than in a court by a judge or jury, in accordance with the terms of this Arbitration Agreement, except that you or we may (but are not required to) assert individual Claims in small claims court, if such Claims are within the scope of such court’s jurisdiction. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into these Terms, you and we are each waiving the right to a trial by jury or to participate in a class action and that our respective rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.
Prohibition of Class and Representative Actions and Non-Individualized Relief. YOU AND WE AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING.
Pre-Arbitration Dispute Resolution. Before commencing any arbitration (or suit in small claims court, if available), each party agrees to send to the other party a written notice of Claim (“Notice”). The Notice to Art Forge shall be sent to contact@artforgelabs.com The Notice to you shall be sent to the email address we have on file for your Art Forge membership account (each, a “Notice Address”). The Notice must (i) describe the nature and basis of the Claim in sufficient detail to evaluate the merits of the claiming party’s Claim and (ii) set forth the specific relief sought, including the amount of money (if any) that is demanded and the means by which the demanding party calculated the claimed amount. Both parties agree that they will attempt to resolve a Claim through an informal negotiation within sixty (60) calendar days from the date the Notice is received. If the Claim is not resolved within sixty (60) calendar days after the Notice is received, you or we may commence an arbitration proceeding.
Arbitration Procedures. The Federal Arbitration Act fully applies to the Arbitration Agreement. Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) Consumer Arbitration Rules in effect at the time that such arbitration is initiated (collectively, the “AAA Rules”), as modified by this Arbitration Agreement. Information about the AAA Rules and fees for consumer disputes can be found at the AAA’s consumer arbitration page, https://www.adr.org/consumer. If there is any inconsistency between any term of the AAA Rules and any term of this Arbitration Agreement, the applicable terms of this Arbitration Agreement will control. The arbitrator must also follow the provisions of these Terms as a court would. Except as set forth above, all issues are for the arbitrator to decide, including, but not limited to, threshold issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement and issues relating to (a) whether the terms of these Terms (or any aspect thereof) are enforceable, unconscionable, or illusory and (b) any defense to arbitration, including waiver, delay, laches, or estoppel. During arbitration proceedings, the amount of any settlement offer made by Art Forge or you shall not be disclosed to the arbitrator. Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under these Terms and applicable law. While an arbitrator may award declaratory or injunctive relief, the arbitrator may do so only with respect to the individual party seeking relief and only to the extent necessary to provide relief warranted by the individual party’s Claim. The arbitrator’s decision and judgment thereon will not have a precedent or collateral estoppel effect on any other Claim. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons. Any arbitration hearings will take place at a mutually agreeable location or, if both parties agree, by telephone or video conference. Whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator or by a hearing will be determined in accordance with the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator will issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.
Small Claims Court. Subject to applicable jurisdictional requirements, either party may elect to pursue a Claim in a local small claims court rather than through arbitration so long as the matter remains in small claims court and proceeds only on an individual basis.
Cost of Arbitration. Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement. If you are able to demonstrate to the arbitrator’s satisfaction that you are economically unable to pay your portion of the Arbitration Fees or if the arbitrator otherwise determines for any reason that you should not be required to pay your portion of the Arbitration Fees, we will pay your portion of such fees, subject to allocation in the arbitrator’s award. In addition, if you demonstrate to the arbitrator that the costs of arbitration will be prohibitive as compared to the costs of litigation, we will pay as much of the Arbitration Fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. Any payment of attorneys’ fees will be governed by the AAA Rules.
Confidentiality. Each of the parties shall maintain the strictly confidential nature of the arbitration, including all aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, and shall not (without the prior written consent of the other party) disclose to any third party the fact, existence, content, award, or other result of the arbitration, except as may be necessary to enforce, enter, or challenge such award in a court of competent jurisdiction or as otherwise required by law.
Opt Out. You may reject this Arbitration Agreement, in which case only a court may be used to resolve any Claim. To reject this provision, you must send us an opt-out notice (the “Opt Out”) within thirty (30) days after you create a Art Forge membership account. The Opt Out must be sent to contact@artforgelabs.com. The Opt Out must include your name, phone number and the email address you used to sign up and use the Services. This is the only way of opting out of this Arbitration Agreement. Opting out will not affect any other aspect of these Terms, and will have no effect on any other or future agreements you may reach to arbitrate with us.
Severability. If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than Paragraph 2) above titled “Prohibition of Class and Representative Actions and Non-Individualized Relief”) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement will be enforceable as so modified. If a court or the arbitrator decides that any of the provisions of Paragraph 2 above titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” are invalid or unenforceable, then the entirety of this Arbitration Agreement will be null and void, unless such provisions are deemed to be invalid or unenforceable solely with respect to Claims for public injunctive relief. The remainder of these Terms will continue to apply.
Choice of Law
Any and all Claims shall be governed by the Federal Arbitration Act, and the internal substantive laws of the State of New York in all respects, without regard for the jurisdiction or forum in which the user is domiciled, resides, or located at the time of such access or use. Except as provided in the Arbitration Agreement, all Claims will be brought in the federal or state courts, and you and Art Forge each unconditionally, voluntarily, and irrevocably consent to the exclusive personal jurisdiction and venue of those courts. YOU HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVE ANY RIGHT YOU MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS THAT IS NOT SUBJECT TO ARBITRATION, AS SET FORTH ABOVE.
A printed version of these Terms and any other notice given in electronic form will be admissible in any arbitral, judicial, or administrative proceedings based upon or relating to these Terms and your use of the Services to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
Waiver and Severability
If you do not comply with a portion of these Terms and we do not take action right away, this does not mean we are giving up any of our rights under these Terms. If any part of these Terms is determined to be invalid or unenforceable by a court of competent jurisdiction or arbitrator, the remainder of the Terms shall be enforced to the maximum extent permitted by law.
Entire Agreement; Construction
These Terms, including the License, contain the entire agreement between you and Art Forge regarding your use of the Services and, supersede any prior or contemporaneous agreements, communications, or understandings between you and Art Forge on that subject. In the event of any conflict between these Terms and the License, these Terms shall control.
Assignment and Delegation
You may not assign or delegate these Terms or any rights or obligations under these Terms. Any attempted or purported attempted assignment or delegation shall be null and void, and will automatically terminate your right to use the Services. We may assign or delegate these Terms or any rights or obligations under these Terms in connection with a merger, acquisition or sale of all or substantially all of our assets, or to any affiliate or as part of a corporate reorganization.
Notices
All notices to Art Forge under these Terms, unless otherwise specified shall be sent to contact@artforgelabs.com We may notify you using the membership registration information you provided when you signed up to access the Services, including the email address associated with your use of the Services. Service of any notice will be deemed given on the date of receipt if delivered by email or on the date sent via courier if delivered by postal mail.
Changes to these Terms
We may change or modify these Terms by posting a revised version on the Art Forge website, or by otherwise providing notice to you, and will state at the top of the revised Terms the date they were last revised. Changes will not apply retroactively and will become effective no earlier than fourteen (14) calendar days after they are posted, except for changes addressing new Service functions or changes made for legal reasons, which will be effective immediately. Your continued use of the Services after any change means you agree to the new Terms.
