This user agreement ("agreement", case insensitive) is hereby made by and between you ("user", case insensitive)
and aarvy.com (also referred to as "Aarvy"/"Website"/"Site"/"Platform", case insensitive), and contains the terms and conditions
that apply to user's use of the platform (as defined below) offered by Aarvy at aarvy.com together with the
platform and the services.
BY ACCESSING OR OTHERWISE USING THE SERVICES, USER HEREBY AGREES THAT THE USER IS OVER 18 YEARS OF AGE, REPRESENTS
AND WARRANTS THAT IT IS DULY AUTHORIZED TO ENTER INTO AND BIND USER OR THE ENTITY USER REPRESENTS TO THE
TERMS AND CONDITIONS OF THIS AGREEMENT AND ACKNOWLEDGES AND AGREES THAT ALL SUCH USE BY USER IS SUBJECT TO SUCH
TERMS AND CONDITIONS. IF USER DOES NOT AGREE TO THESE TERMS OR IS NOT AUTHORIZED
TO BIND THE ENTITY USER REPRESENTS, REFRAIN FROM USING THE SITE IMMEDIATELY.
To sign up for the services, you may register for a personal user account ("account", case insensitive). You must provide
accurate and complete information and keep your account information updated. You shall not select or use as a username
a name: (a) of another person with the intent to impersonate that person; (b) subject to any rights of a person other
than you without appropriate authorization; or (c) that is otherwise offensive, vulgar or obscene. You are solely
responsible for the activity that occurs on your account, and for keeping your account password secure. You may never
use another person's user account or registration information for the services without permission. You must notify us
immediately of any breach of security or unauthorized use of your account. You should never publish, distribute or post
login information for your account.
License. Subject to user's full compliance with the terms and conditions of this agreement, Aarvy hereby grants user a
non-exclusive, non-transferable, non-sublicensable license to use Aarvy's online digital marketplace whereby user can
offer professional services to publishers, including but not limited to writing, drafting, editing, research, translation,
composition and/or creation of graphic and/or other visual arts, and/or audiovisual recordings of any kind, and whereby
publishers can, in their sole discretion, purchase such content and all intellectual property rights therein (the platform).
Except for the limited rights and licenses expressly granted to user herein, no other license is granted, no other use
is permitted and Aarvy (and its licensors) shall retain all rights, and interests (including all intellectual property
and proprietary rights) in and to the platform and the services.
Except as expressly permitted in this agreement, user shall not directly or indirectly (i) use any of Aarvy's
confidential information (as defined below) to create any service, software, documentation or data that is similar
to any aspect of the services, (ii) disassemble, decompile, reverse engineer or use any other means to attempt to
discover any source code of the platform, or the underlying ideas, algorithms or trade secrets therein, (iii)
encumber, sublicense, transfer, rent, lease, time-share or use the services in any service bureau arrangement
or otherwise for the benefit of any third party, (iv) copy, distribute, manufacture, adapt, create derivative
works of, translate, localize, port or otherwise modify any aspect of the services, (v) use or allow the
transmission, transfer, export, re-export or other transfer of any product, technology or information it obtains
or learns pursuant to this agreement (or any direct product thereof) in violation of any export control or other laws
and regulations of the land or any other relevant jurisdiction or (vi) permit any third party to engage in any of
the foregoing proscribed acts.
Art Requests and Submissions
Art is automatically requested by Aarvy from users, all over the world with a following agreement of the artist fees.
User shall submit content to site (submissions) in accordance with the applicable site instructions, deadlines,
standards, and criteria as dictated by site's offers(s) (each, an Art Request). Submissions that violate the terms
of this agreement shall be deemed rejected. Art Requests shall dictate and control (i) the form, length, and content
of the requested submissions, (ii) the amount of compensation to be paid with respect to each submission (Artist Fee),
and (iii) whether Aarvy will acknowledge user's authorship of or contribution to any submission upon publication of
such accepted submission, and whether user may publicly acknowledge the same.
Acceptance of Submissions
Site is typically required to accept or reject submissions,
or request alteration thereto, within fifteen (15) business days of user's submission thereof to Aarvy. User's submission
shall be deemed to have been submitted as of the date upon which it is received by Aarvy. If Aarvy fails to render a
decision in regard to user's submission within such fifteen (15) business days of receipt of user's submission, then
Aarvy will typically deem the submission to have been accepted. Aarvy shall retain the sole and exclusive right to
reject submissions insofar as such submissions do not comply with Aarvys' instructions, deadlines, standards, or
criteria as dictated by Aarvy, or for any other reason in Aarvy's sole discretion. Aarvy may terminate any artist request
at any time prior to Aarvys' final and unconditional acceptance of user's submission.
Intellectual Property Rights
Upon user's receipt of payment for any submission, user irrevocably assigns, transfers and conveys and agrees to assign,
transfer and convey, to Aarvy all rights, and interests in and to the submission and all intellectual property rights
therein (defined below). Intellectual property rights includes, without limitation, all patent rights, copyright rights,
trademark rights, moral rights, publicity rights, privacy rights and any other intellectual property rights or
similar rights anywhere in the world covering or embodied in or relating to any submission. As to copyrights, the
user agrees that the submissions shall be deemed a "work made for hire" and that Aarvy shall be deemed the author
thereof for copyright purposes; provided, however, that if any submission is at any time determined to not be a work made
for hire, this agreement shall be deemed an irrevocable assignment of the copyright to the entire submission upon
payment in full thereof. Aarvy shall be the exclusive owner of the submission and the intellectual property rights therein
and shall have the exclusive right to secure registration of the submission. No rights in the submission, or in the
copyright in the submission, shall be retained by user, nor shall there be any reversion of those rights to user in the
future. The rights and licenses granted herein include all rights in and to the submission including, without limitation,
the right of Aarvy to edit, clip, crop, resize, retouch, alter, adapt, modify, create derivatives, distribute, make
available online, in whole or in part, and to allow others to engage in any of the foregoing activities, in any medium
now known or hereafter invented. User hereby consents to all uses and revisions to the submission and intellectual
property rights therein and hereby waives any moral rights or "droit moral" (including, but not limited to any rights
of attribution or integrity). User shall assist Aarvy to further evidence, record and perfect such arts and licenses
granted hereunder and to perfect, obtain, maintain, enforce and defend any assigned rights.
User agrees that the business, technical and financial information of Aarvy, that is designated in writing as confidential,
or is disclosed in a manner that a reasonable person would understand the confidentiality of the information disclosed,
shall be the confidential property of Aarvy as the case may be (confidential information). User will hold in confidence
and not disclose any confidential information and shall similarly bind its employees, consultants, and independent
contractors and will use the confidential information only for the purpose for which it was disclosed.
Within thirty (30) days or a minimum of Rs.1000.00 following sales, Aarvy shall credit artist's account with the
amount of such fee payments. Aarvy shall not be responsible or liable for any amounts not received from the buyer.
Representations and Warranties
Code of Ethics
User shall follow all standards set forth in Aarvy's code of ethics (available here). Without limiting the foregoing,
user shall: (i) use real names with all work; (ii) disclose all potential conflicts of interest, both to Aarvy before
accepting an atrist request and in the contents of the submission; (iii) pursue all avenues of inquiry to report and
create art with fairness and honesty; (iv) give credit and point to sources, attributing every assertion, quote, fact,
and opinion, with full names, titles, and links; (v) if a source wishes not to be named, explain this explicitly and
discuss the ramifications of unnamed sources with Aarvy; (vi) keep promises to Aarvy and sources, and protect
confidential sources; (vii) disclose to sources the art and brand that are sponsoring the art request; (viii) always
produce original work, never plagiarizing self or others, never repurposing old stories for new clients, and never
cutting corners in any fashion; and (ix) deliver submissions on time and in accordance with the specifications of
the art request.
Other Representations and Warranties
User shall not (and shall not permit any third party to) either (a) take any action or (b) upload, download, post,
submit or otherwise distribute or facilitate distribution of any submission, that: (i) infringes any patent, trademark,
trade secret, copyright, right of publicity or other right of any other person or entity or violates any law or contractual
duty; (ii) User knows is false, misleading, untruthful or inaccurate; (iii) is unlawful, threatening, abusive, harassing,
defamatory, libelous, deceptive, or fraudulent; (iv) constitutes unauthorized or unsolicited advertising, junk or
bulk e-mail ("spamming"); (v) contains software viruses or any other computer codes, files, or programs that are
designed or intended to disrupt, damage, limit or interfere with the proper function of any software, hardware,
or telecommunications equipment or to damage or obtain unauthorized access to any system, data, password or other
information; (vi) uses information about users for any reason without the express prior consent of the user that has
provided such information to user; (vii) impersonates any person or entity, including any of Aarvy's employees or
representatives; or (viii) includes anyone's identification documents or sensitive financial information.
Aarvy may terminate user's access to all or any part of the services at any time, with or without cause, with or
without notice. User may terminate his/her account by following the instructions on the Website or through the services.
THE SERVICES ARE PROVIDED BY AARVY "AS IS", "AS AVAILABLE" AND WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED,
INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE
EXPRESSLY DISCLAIMED BY AARVY. AARVY, AND ITS DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, AND PARTNERS DO NOT
WARRANT THAT: (I) THE SERVICES WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (II) ANY DEFECTS
OR ERRORS WILL BE CORRECTED; (III) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICES IS FREE OF
VIRUSES OR OTHER HARMFUL COMPONENTS; OR (IV) THE RESULTS OF USING THE SERVICES WILL MEET USER's REQUIREMENTS.
User shall defend, indemnify, and hold harmless Aarvy and their respective affiliates and each of
their respective employees, contractors, directors, suppliers and representatives from all liabilities,
claims, and expenses, including reasonable attorneys' fees, that arise from or relate to (i) User's use or misuse of, or
access to, the services, (ii) user's submissions, (iii) user's violation of this agreement, or (iv) infringement by user,
or any third party using user's account or identity in the services, of any intellectual property or other right of
any person or entity. Aarvy, as the case may be, reserve the right to assume the exclusive defense and control of
any matter otherwise subject to indemnification by user, in which event user will assist and cooperate with Aarvy
and such buyer in asserting any available defenses.
Limitation of Liability
IN NO EVENT SHALL AARVY, NOR ITS DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, OR SUPPLIERS, BE LIABLE UNDER CONTRACT, TORT,
STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICES (I) FOR ANY LOST PROFITS,
DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, COMPENSATORY
OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING), (II) FOR ANY BUGS,
VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN
EXCESS OF (IN THE AGGREGATE) OF THE AMOUNTS PAID HEREUNDER IN THE SIX (6) MONTHS PRECEDING THE CLAIM.
Governing Law and Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of the State of Telangana, including its
conflicts of law rules, and India. User agrees that any dispute arising from or relating to the subject matter of this
agreement shall be governed by the exclusive jurisdiction and venue of the state and central courts of Telangana, India.
Aarvy reserves the right, in its sole discretion, to modify this agreement, or change, suspend, or discontinue
the services (including without limitation, the availability of any feature, database, or content) at any time by
posting a notice on the Website or by sending user a notice through the services, via e-mail or by another appropriate
means of electronic communication. Aarvy may also impose limits on certain features and services or restrict user's access
to parts or all of the services without notice or liability. User's continued use of the services following notification
of any changes to this agreement constitutes acceptance of those changes.
This agreement is the entire agreement between user and Aarvy with respect to the services, including use of the website,
and supersedes all prior or contemporaneous communications and proposals (whether oral, written or electronic) between
user and Aarvy with respect to the Services.
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.
The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any
further rights hereunder.
Aarvy shall not be liable for any failure to perform its obligations hereunder where such failure results from any
cause beyond its reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation.
This agreement is personal to user, and is not assignable, transferable or sublicensable except with Aarvy's prior written consent.
Aarvy may assign, transfer or delegate any of Aarvy rights and obligations hereunder without consent.
Aarvy shall retain the right to use, publish and otherwise disseminate user's name, byline, logo, and likeness in Aarvy's
marketing material and on the website or platform, for promotional purposes and for any other lawful purpose. User hereby expressly
acknowledges and agrees that Aarvy shall have no obligation to use, publish or otherwise disseminate user's name, byline, logo,
or likeness, by any means and for any purpose whatsoever.
It is the express intention of the parties to this agreement that the user is an independent contractor, and is not an employee,
agent, joint venturer or partner of Aarvy (unless the user has a separate written agreement with Aarvy governing the terms of
their employment relationship). Nothing in this agreement shall be interpreted or construed as creating or establishing an
employment relationship between Aarvy and the user or between any buyer and the user. Without limiting the foregoing,
user is not, and will not be treated as, an employee of Aarvy for federal tax purposes, state tax purposes, state or
federal unemployment insurance purposes, or for any other purpose. User shall be responsible for the reporting, deposit and
payment of any and all federal, state, and local taxes, including but not limited to income taxes, GST taxes, and unemployment
taxes incidental to the performance of this agreement. The user acknowledges and agrees that the user is not entitled
to any employee benefits from Aarvy (unless the user has a separate written agreement with Aarvy whereby Aarvy expressly
agrees to provide employment benefits to the user).
Unless otherwise specified in this agreement, all notices under this agreement
will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or
registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail;
or the day after it is sent, if sent for next day delivery by recognized overnight delivery service. Electronic notices
should be sent to the contact given below.
Aarvy's failure to enforce any part of this agreement shall not constitute a waiver of Aarvy's right to later enforce that
or any other part of this agreement.
Third Party Beneficiaries
The parties acknowledge that the covenants set forth in this agreement are intended solely for the benefit of the
parties hereto and their successors and permitted assigns. Nothing herein, whether express or implied, shall confer upon
any person or entity, other than the parties hereto, their successors and permitted assigns, any legal or equitable
right whatsoever to enforce any provision of this agreement. Notwithstanding the foregoing, all of Aarvy's buyers are
intended to be third party beneficiaries of this agreement and to have the right to enforce such rights directly against user.
The section and paragraph headings in this agreement are for convenience only and shall not affect their interpretation.
What if you have questions regarding the terms or agreement?
Should you have any question or concern, please contact us below.