Article 1 – Purpose
These General Terms and Conditions of Sale (hereinafter the "Terms") define the terms applicable to the Art on screen offer provided by Artpoint, consisting of making digital artworks (hereinafter the "Creations") available, under a subscription, on screens or digital devices intended for use by the Client.
They do not apply to other services performed by Artpoint, in particular specific commissions of artistic experiences or brand collaborations for Clients, which will be the subject of separate contracts. Signing the quote or order implies unreserved acceptance of these Terms.
Article 2 – Term and tacit renewal
The subscription is entered into for the initial term provided for in the quote or in writing, which will run from the date the solution is made available (which must occur within three months of the date the quote is signed). At the end of the period, the Contract will be tacitly renewed for successive periods of one (1) year, unless terminated by either Party under the conditions set out in Article 10.
Renewal will take place on the same terms and conditions, unless otherwise agreed by the Parties.
Regular termination on the anniversary date
At the end of the Contract, upon its tacit renewal, each Party has the option to terminate the Contract and bring it to an end by complying with the following terms:
- Notice of forty-five (45) days minimum before the anniversary date of the Contract, the end of its term of performance;
- Termination by Registered Letter with Acknowledgment of Receipt.
This right is renewed every year on the anniversary date of the Contract.
Article 3 – Terms of performance
Artpoint will carry out its mission in accordance with the clauses set out in the quote.
With regard to making the artistic content available, the management of the Creations will be carried out via content management software, by Artpoint or by the Client, depending on what has been defined by the Parties. If the Client had direct access to the Creations for a given period, it would be required to delete the old Creations stored on the computer at the end of the broadcast period and would no longer, under any circumstances, have the right to use the Creations.
Article 4 – Artpoint’s services and obligations
Artpoint undertakes to:
- Make the Creations available to the Client as defined in the quote or order,
- Provide the Client with the elements necessary for the proper presentation of the Creations and the mention of the artist’s name (QR code, banner, editorial content – non-exhaustive list).
Article 5 – Client obligations
The Client undertakes to:
- Only use the Creations within the scope defined in the quote and these Terms,
- Display the Creations on broadcast media suitable for this purpose, which will have been determined by mutual agreement between the Parties
- No longer display Creations for which it no longer has broadcast rights and formally undertakes to destroy the stored files for which it no longer has rights, at the end of each broadcast period
- Never make copies of the files.
- Make its best efforts to promote (in one way or another) the editorial content provided, relating to the artists presented and the Creations. In doing so, it undertakes to respect the moral rights of the artists over the Creations
- Not use the Creations to train or improve artificial intelligence algorithms, nor authorize third parties to do so.
Technical responsibility and implementation conditions:
The Client is solely responsible for providing the infrastructure, hardware, software and connections necessary for the deployment and use of the Creations. The Provider cannot be held liable for any failure or impossibility of deployment resulting from an incompatibility or malfunction attributable to the Client’s technical environment. In any event, a technical problem within the Client’s scope shall not constitute grounds for suspension, postponement or cancellation of the service, nor shall it release the Client from its payment obligation as provided for in the quote and these General Terms and Conditions.
Article 6 – Price and payment terms
The applicable rate is the one shown on the quote or order.
The rate indicated in the quote is paid by the Client by bank transfer in a single payment, upon receipt of the invoice. The Provider will issue a new invoice every year for the entire duration of the Contract.
Article 7 – Intellectual property
The Client acknowledges that these Terms do not transfer any intellectual property rights over the Creations.
The Provider grants the Client the following rights:
- The right to reproduce the Creations, in their entirety, exclusively on the screens or devices dedicated to this purpose,
- The right to reproduce the Creations, digitally, in their entirety or through photo/video recordings of the Works on site, for online communication purposes (website, social networks, internal networks);
- The right to display the Creations, in their entirety, and to communicate them to the public, exclusively through the screens or devices dedicated to this purpose;
- The right to display the Creations, digitally, in their entirety, or through photo/video recordings of the Creations on site, for online communication purposes (website, social networks, internal networks).
This License of Rights is granted exclusively for the screens identified and defined in advance by the Parties, as well as for online communication about the experience.
The rights of reproduction and display through photo/video recordings of the Creations on site will automatically be granted to internal/external members visiting the broadcast venue.
The Client shall not:
- Use the Creations, in whole or in part, to train or improve artificial intelligence technologies,
- Authorize any third party to use the Creations for such purposes,
- Exploit photographs or videos of the Creations beyond the internal or external communication needs related to the project, unless prior written agreement is obtained from the Provider.
Term of rights
The rights mentioned above are granted to the Client, for each Creation transmitted, from the first day the Creation is broadcast
- For the entire broadcast period of the Creation as scheduled by Artpoint
- For a period of one (1) year in the context of photo/video recordings of the Creations taken on site, for online communication purposes (website, social networks, internal networks);
Article 8 – Confidentiality
Each Party undertakes to keep confidential the technical, commercial or financial information obtained in the course of performing these Terms. This obligation will survive for two (2) years after the end of the contractual relationship.
Article 9 – Liability and insurance
ARTPOINT guarantees that the artists have granted the rights necessary for the exploitation of the Creations. ARTPOINT cannot be held liable for indirect or unforeseeable damages. The Client remains responsible for compliance with the technical broadcast conditions.
Article 10 – Force majeure
Neither Party may be held liable for a failure resulting from a case of force majeure as defined by French case law. The Party concerned must notify the other Party and make its best efforts to limit the effects of the force majeure event.
Article 11 – Termination
In the event of a breach by either Party of its obligations, the other Party may terminate the contract as of right, thirty (30) days after a formal notice sent by registered letter has remained unanswered.
Article 12 – Governing law and jurisdiction
These Terms are governed by French law. Any dispute relating to their validity, interpretation or performance will be submitted to the exclusive jurisdiction of the Paris courts, following a prior attempt at amicable settlement.