Background_paint_2

Terms of Use | Member Agreements | Privacy Policies

Member Agreements

Applicable for The Cultivist Inc. in the USA and Cultivist Ltd. for the Rest of the World.


THE CULTIVIST, INC. MEMBER AGREEMENT

THE SECTIONS BELOW TITLED “BINDING ARBITRATION” AND “CLASS ACTION WAIVER” CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER. THEY AFFECT YOUR LEGAL RIGHTS. PLEASE READ THEM.

This Member Agreement (the “Agreement”) is a legal agreement between you (“you” or “Member”) and The Cultivist, Inc. (“The Cultivist”). This Agreement specifies the terms under which Member may access and use our Services and Platform. Please read this Agreement carefully, because by accessing the Platform, using the Services, clicking “I Agree,” or otherwise manifesting assent to this Agreement, you agree to be bound by the terms of this Agreement and the terms and conditions of our Privacy Policy, which is hereby incorporated into this Agreement by reference. If you do not agree to (or cannot comply with) all of the terms of this Agreement, do not access the Platform or use the Services.

The definitions for some of the defined terms used in this Agreement are set forth in Section 17. The definitions for other defined terms are set forth elsewhere in this Agreement.

For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Member and The Cultivist (collectively, the “Parties” and each, a “Party”) hereby agree as follows:

  1. PERMISSION TO USE THE PLATFORM

    Subject to the terms and conditions of this Agreement, The Cultivist hereby grants you the right to access and use the Platform during the Term. The Cultivist reserves the right to change the availability of any feature, function, or content relating to the Platform, at any time, without notice or liability to you. In addition, The Cultivist may deactivate your account at any time if it determines that you have violated this Agreement.

  2. COMMUNITY GUIDELINES

    The Cultivist’s community, like any community, functions best when its users follow a few simple rules. By accessing and/or using the Platform or our Services, you agree to comply with these community guidelines (the “Community Guidelines”) and that:

    • When visiting any Museum or The Cultivist event: (i) you will present your Membership Card upon request; and (ii) you and your guests will comply with the policies of the applicable venue;

    • You will comply with all applicable laws in your use of the Platform and will not use the Platform for any unlawful purpose;

    • You will not upload, post, e-mail, transmit, or otherwise make available any content (collectively, “Member Content”) that:

    o infringes any copyright, trademark, right of publicity, or other proprietary rights of any person or entity; or
    o is defamatory, libelous, indecent, obscene, pornographic, sexually explicit, invasive of another’s privacy, promotes violence, or contains hate speech (i.e., speech that attacks or demeans a group based on race or ethnic origin, religion, disability, gender, age, veteran status, and/or sexual orientation/gender identity; or
    o discloses any sensitive information about another person, including that person’s e-mail address, postal address, phone number, credit card information, or any similar information.

    • You will not “stalk,” threaten, or otherwise harass another person or Museum;

    • You will not spam or use the Platform to engage in any commercial activities;

    • If you post any Member Content, you will stay on topic;

    • You will not access or use the Platform to collect any market research for a competing business;

    • You will not impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;

    • You will not interfere with or attempt to interrupt the proper operation of the Platform through the use of any virus, device, information collection or transmission mechanism, software or routine, or access or attempt to gain access to any data, files, or passwords related to the Platform through hacking, password or data mining, or any other means;

    • You will not cover, obscure, block, or in any way interfere with any advertisements and/or safety features (e.g., report abuse button) on the Platform;

    • You will not use any robot, spider, scraper, or other automated means to access the Platform for any purpose without our express written permission; provided, however, we grant the operators of public search engines permission to use spiders to copy materials from the Platform for the sole purpose of and solely to the extent necessary for creating publicly-available searchable indices of the materials, but not caches or archives of such materials;

    • You will not take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our technical infrastructure; and

    • You will let us know about inappropriate content of which you become aware. If you find something that violates our Community Guidelines, please let us know, and we’ll review it.

    We reserve the right, in our sole and absolute discretion, to deny you access to the Platform, or any portion of the Platform, without notice, and to remove any content that does not adhere to these Community Guidelines.

  3. SIGN-IN NAME; PASSWORD; UNIQUE IDENTIFIERS; MEMBERSHIP CARD

    3.1 During the registration process for the Platform, we will ask you to create an account, which includes a sign-in name (“Sign-In Name”), a password (“Password”), and perhaps certain additional information that will assist in authenticating your identity when you log-in in the future (“Unique Identifiers”). When creating your account, you must provide true, accurate, current, and complete information. Each Sign-In Name and corresponding Password can be used by only one member. You are solely responsible for the confidentiality and use of your Sign-In Name, Password, and Unique Identifiers, as well as for any use, misuse, or communications entered through the Platform using one or more of them. You will promptly inform us of any need to deactivate a Password or Sign-In Name, or change any Unique Identifier. We reserve the right to delete or change your Password, Sign-In Name, or Unique Identifier at any time and for any reason and shall have no liability to you for any loss or damage caused by such action. The Cultivist will not be liable for any loss or damage caused by any unauthorized use of your account.

    3.2 Only you can use your Membership Card. If it is lost or stolen, please contact us as soon as possible, so we can issue you a new one.

  4. DOWNLOADING THE APP FROM THE APP STORE

    The following terms apply when you download the App from Apple’s App Store. These terms are in addition to all other terms contained in this Agreement.

    • You acknowledge and agree that (i) this Agreement is concluded between you and The Cultivist only, and not Apple; and (ii) The Cultivist, not Apple, is solely responsible for the App and content thereof. Your use of the App must comply with the App Store Terms of Service.

    • You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App.

    • In the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price, if any, for the App to you and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App. As between The Cultivist and Apple, any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any warranty will be the sole responsibility of The Cultivist.

    • You acknowledge that, as between The Cultivist and Apple, Apple is not responsible for addressing any claims you have or any claims of any third party relating to the App or your possession and use of the App, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.

    • You acknowledge that, in the event of any third-party claim that the App or your possession and use of the App infringes that third party’s intellectual property rights, as between The Cultivist and Apple, The Cultivist, not Apple, will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim to the extent required by this Agreement.

    • You represent and warrant that: (i) you are not located in a country that is subject to a U.S. government embargo, or that has been designated by the U.S. government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. government list of prohibited or restricted parties.

    • You acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of this Agreement as related to your license of the App, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement as related to your license of the App against you as a third-party beneficiary thereof.

    • Without limiting any other terms of this Agreement, you must comply with all applicable third-party terms of agreement when using the App.

  5. FEES AND PAYMENT

    5.1 As consideration for your membership in The Cultivist, you shall pay The Cultivist its then-current membership fee (the “Membership Fee”) and any applicable taxes for the applicable subscription period you select. The Cultivist may modify the Membership Fees at any time on written notice to you (including via e-mail or through the functionality of the Platform), and any such modification shall go into effect for the following Renewal Term (as defined below). All Membership Fees are non-refundable.

    5.2 The Cultivist, or its third-party payment processor, shall authorize your credit card, bank account, or other approved payment facility you provided during the registration process for the full payment of the Membership Fees and any applicable taxes in advance of the applicable subscription period, and you hereby consent to the same. If the mailing address you provided us is in the United States, all payments will be charged and made in U.S. dollars. If the mailing address you provided us is outside the United States or any of its possessions or territories, all payments will be charged and made in your local currency.

    5.3 You must provide current, complete, and accurate billing and credit card information. You must promptly update all billing information (such as billing address, card number, and expiration date) to keep your account current, complete, and accurate, and you must promptly contact us if your credit card is lost or stolen, or if you become aware of a potential breach of account security (such as an unauthorized disclosure or use of your Sign-In Name or Password). You hereby authorize The Cultivist to obtain or determine updated or replacement expiration dates for your credit card in the event that the credit card you provided us expires. We reserve the right to charge any renewal card issued to you to the same extent as the expired card. If payment is not received from your credit card issuer, you hereby agree to pay all amounts due upon demand. You agree to pay all costs of collection, including attorney’s fees and costs, on any outstanding balance. In certain instances, the issuer of your credit card may charge you a foreign transaction fee or related charges, which you will be responsible to pay. You are advised to check with your bank and credit card issuer for details.

  6. INTELLECTUAL PROPERTY

    6.1 The Cultivist owns and shall own all right, title, and interest in and to the Platform, including, without limitation, all content (excluding your Member Content), source code, object code, operating instructions, and interfaces developed for or relating to the Platform, together with all modifications, enhancements, revisions, changes, copies, partial copies, translations, compilations, and derivative works thereto, including all copyrights and other intellectual property rights relating thereto (the “The Cultivist Intellectual Property”). You will have no rights with respect to The Cultivist Intellectual Property other than those expressly granted hereunder.

    6.2 The Platform provides you the ability to post and upload Member Content. You expressly acknowledge and agree that once you submit your Member Content for inclusion into the Platform, it will be accessible by others, and that there is no confidentiality or privacy with respect to such Member Content, including, without limitation, any personally identifying information that you may make available. YOU, AND NOT THE CULTIVIST, ARE ENTIRELY RESPONSIBLE FOR ALL YOUR MEMBER CONTENT THAT YOU UPLOAD, POST, E-MAIL, OR OTHERWISE TRANSMIT VIA THE PLATFORM AND YOU WILL INDEMNIFY US IN RESPECT OF ANY LOSS, LIABILITY, CLAIM, OR DAMAGE SUFFERED OR INCURRED BY US IN CONNECTION WITH YOUR MEMBER CONTENT.

    6.3 You retain all copyrights and other intellectual property rights in and to your own Member Content. You do, however, hereby grant us and our sublicensees a perpetual, non-exclusive, royalty-free, freely sublicensable license to modify, compile, combine with other content, copy, record, synchronize, transmit, translate, format, distribute, publicly display, publicly perform, and otherwise use or exploit (including for profit) your Member Content and all intellectual property and moral rights therein via the Platform throughout the universe, in each case, by or in any means, methods, media, or technology now known or hereafter devised. During the Term, You also grant us and our sublicensees the right, but not the obligation, to use your Sign-In Name, name, likeness, and photograph to advertise and promote the Services, the Platform, and/or The Cultivist. Without limiting the foregoing, you acknowledge and agree that uses of your Member Content, name, likeness, and photograph permitted by the foregoing rights and licenses may include the display of such Member Content, name, likeness, and photograph adjacent to advertising and other material or content, including for profit.

    6.4 If you submit Member Content to us, each such submission constitutes a representation and warranty to The Cultivist that such Member Content is your original creation (or that you otherwise have the right to provide the Member Content), that you have the rights necessary to grant the license to the Member Content under Section 6.3 and that it and its use by The Cultivist and its content partners as permitted by this Agreement does not and will not infringe or misappropriate the intellectual property or moral rights of any person or contain any libelous, defamatory, or obscene material or content that violates our Community Guidelines.

  7. COMMUNICATIONS WITH US

    Although we encourage you to e-mail us, we do not want you to, and you should not, e-mail us any content that contains confidential information. With respect to all e-mails and communications you send to us, including, but not limited to, feedback, questions, comments, suggestions, and the like, we shall be free to use any ideas, concepts, know-how, or techniques contained in your communications for any purpose whatsoever, including but not limited to, the development, production, and marketing of products and services that incorporate such information without compensation or attribution to you.

  8. TERM; TERMINATION; AND AUTOMATIC RENEWALS

    8.1 The term of this Agreement shall commence on the Effective Date and continue for the length of the membership you selected during registration (the “Initial Membership Term”), after which time the Initial Membership Term shall automatically renew for successive periods of equal length to the Initial Membership Term (each, a “Renewal Term” and collectively with the Initial Membership Term, the “Term”) unless either Party provides written notice to the other Party of its desire for the Term not to renew prior to the commencement of the applicable Renewal Term.

    8.2 Either Party may terminate this Agreement upon thirty (30) days’ notice to the other Party if the other Party breaches a material term of this Agreement, and the breach remains uncured at the expiration of such period.

    8.3 IT IS IMPORTANT TO NOTE THAT WHEN YOU SIGN UP FOR A MEMBERSHIP, YOUR MEMBERSHIP WILL AUTOMATICALLY RENEW UNTIL YOU CANCEL IT. YOU MAY CANCEL AT ANY TIME BY FOLLOWING THE INSTRUCTIONS ON THE PLATFORM, AND THE CANCELLATION WILL TAKE EFFECT AT THE EXPIRATION OF THE THEN-CURRENT TERM. AT THE END OF SUCH TERM, WE WILL SEND YOU A REMINDER E-MAIL ABOUT THE MEMBERSHIP’S AUTOMATIC RENEWAL. AGAIN, IF YOU DO NOT CANCEL, THEN YOUR MEMBERSHIP WILL AUTOMATICALLY RENEW UNDER THE SAME TERMS.

  9. REPRESENTATIONS AND WARRANTIES; DISCLAIMER

    9.1 Each Party represents and warrants that: (i) it has the full right, power, and authority to enter into this Agreement, to discharge its obligations hereunder, and to grant the licenses granted hereunder; and (ii) it shall comply with all applicable laws, rules, and regulations in the performance of its obligations and exercise of its rights under this Agreement.

    9.2 In addition to the representations and warranties set forth in Section 9.1, you represent and warrant that: (i) you are at least eighteen (18) years old; (ii) you own or have the necessary licenses, rights, consents, and permissions to all trademark, trade secret, copyright, or other proprietary, privacy, and publicity rights in and to your Member Content and any other works that you incorporate into your Member Content, and all the rights necessary to grant the licenses and permissions you grant hereunder; (iii) use of your Member Content in the manners contemplated in this Agreement shall not violate or misappropriate the intellectual property, privacy, publicity, contractual, or other rights of any third party; and (iv) you shall not submit to the Platform any Member Content that violates our Community Guidelines set forth above or any other term of this Agreement.

    9.3 EXCEPT AS EXPRESSLY SET FORTH IN SECTION 9.1, THE PLATFORM, THE SERVICES, AND ALL OTHER MATERIALS PROVIDED HEREUNDER ARE PROVIDED “AS IS” AND “AS AVAILABLE.” EXCEPT AS EXPRESSLY SET FORTH IN SECTION 9.1 AND SECTION 9.2, NEITHER PARTY MAKES ANY WARRANTY WITH RESPECT TO THE PLATFORM, THE SERVICES, THE MEMBER CONTENT, OR OTHERWISE IN CONNECTION WITH THIS AGREEMENT AND HEREBY DISCLAIMS ANY AND ALL EXPRESS, IMPLIED, OR STATUTORY WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AVAILABILITY, ERROR-FREE OR UNINTERRUPTED OPERATION, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. TO THE EXTENT THAT A PARTY MAY NOT AS A MATTER OF APPLICABLE LAW DISCLAIM ANY IMPLIED WARRANTY, THE SCOPE AND DURATION OF SUCH WARRANTY WILL BE THE MINIMUM PERMITTED UNDER SUCH LAW.

  10. INDEMNIFICATION

    You agree to defend, indemnify, and hold harmless The Cultivist, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your access to or use of the Platform and/or the Services; (ii) your Member Content; or (iii) your violation of this Agreement.

  11. LIMITATION OF LIABILITY

    EXCEPT FOR (I) DAMAGES ARISING FROM A PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT; (II) MEMBER’S INDEMNIFICATION OBLIGATIONS; (III) LIABILITY THAT MAY NOT BE EXCLUDED BY LAW; OR (IV) CUSTOMER’S BREACH OF SECTION 2: (A) IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY (OR ANY OTHER PARTY CLAIMING RIGHTS THROUGH SUCH PARTY) FOR ANY INCIDENTAL, INDIRECT, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, LOST REVENUES OR PROFITS) ARISING FROM OR RELATING TO THIS AGREEMENT, REGARDLESS OF WHETHER SUCH PARTY WAS ADVISED, HAD OTHER REASON TO KNOW, OR IN FACT KNEW OF THE POSSIBILITY THEREOF; AND (B) EACH PARTY’S AGGREGATE LIABILITY FOR DIRECT DAMAGES UNDER THIS AGREEMENT WILL NOT EXCEED THE MEMBERSHIP FEES PAID TO THE CULTIVIST HEREUNDER DURING THE PERIOD TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIM.

  12. EXTERNAL SITES

    The Platform may contain links to third-party websites (“External Sites”). These links are provided solely as a convenience to you and not as an endorsement by us of the content on such External Sites. The content of such External Sites is developed and provided by others. You should contact the site administrator or webmaster for those External Sites if you have any concerns regarding such links or any content located on such External Sites. We are not responsible for the content of any linked External Sites and do not make any representations regarding the content or accuracy of materials on such External Sites. You should take precautions when downloading files from all websites to protect your computer from viruses and other destructive programs. If you decide to access linked External Sites, you do so at your own risk.

  13. COMPLIANCE WITH APPLICABLE LAWS

    The Platform and its servers are based in the United States and elsewhere. We make no claims concerning whether the content on the Platform may be downloaded, viewed, or be appropriate for use outside of the United States. If you access the Platform from outside of the United States, you do so at your own risk. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.

  14. BINDING ARBITRATION

    In the event of a dispute arising under or relating to this Agreement, the Platform, or the Services (each, a “Dispute”), either Party may elect to finally and exclusively resolve the dispute by binding arbitration governed by the Federal Arbitration Act (“FAA”). Any election to arbitrate, at any time, shall be final and binding on the other Party. IF EITHER PARTY CHOOSES ARBITRATION, NEITHER PARTY SHALL HAVE THE RIGHT TO LITIGATE SUCH CLAIM IN COURT OR TO HAVE A JURY TRIAL. DISCOVERY AND APPEAL RIGHTS MAY ALSO BE LIMITED IN ARBITRATION. All disputes will be resolved before a neutral arbitrator, whose decision will be final except for a limited right of appeal under the FAA. Any court in New York, New York may enforce the arbitrator’s award. The arbitration shall be commenced and conducted under the Commercial Arbitration Rules of the American Arbitration Association (“AAA”) and, where appropriate, the AAA’s Supplementary Procedures for Consumer Related Disputes (“AAA Consumer Rules”), both of which are available at the AAA website www.adr.org. The arbitration may be conducted in person, through the submission of documents, by phone or online. If conducted in person, the arbitration shall take place in New York, New York. The Parties may litigate in court to compel arbitration, to stay proceeding pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator. In addition, we may litigate in court to seek injunctive relief.

  15. CLASS ACTION WAIVER

    You agree that any arbitration or proceeding shall be limited to the Dispute between us and you individually. To the full extent permitted by law: (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any Dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons. YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST US ONLY IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

  16. GENERAL PROVISIONS.

    16.1 Neither Party may assign or otherwise transfer any of its rights or obligations under this Agreement without the prior, written consent of the other Party; provided, however, that The Cultivist may, upon written notice to Member and without the consent of Member, assign or otherwise transfer this Agreement: (i) to any of its Affiliates; or (ii) in connection with a change of control transaction (whether by merger, consolidation, sale of equity interests, sale of all or substantially all assets, or otherwise). Any assignment or other transfer in violation of this Section will be null and void. Subject to the foregoing, this Agreement will be binding upon and inure to the benefit of the Parties hereto and their permitted successors and assigns.

    16.2 No failure or delay by either Party in exercising any right or remedy under this Agreement shall operate or be deemed as a waiver of any such right or remedy.

    16.3 This Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard for choice of law provisions thereof.

    16.4 Neither Party shall be deemed to be an employee, agent, partner, joint venturer, or legal representative of the other for any purpose, and neither shall have any right, power, or authority to create any obligation or responsibility on behalf of the other.

    16.5 If any provision of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, that provision shall be amended to achieve as nearly as possible the same economic effect as the original provision, and the remainder of this Agreement shall remain in full force and effect. Any provision of this Agreement, which is unenforceable in any jurisdiction, shall be ineffective only as to that jurisdiction, and only to the extent of such unenforceability, without invalidating the remaining provisions hereof.

    16.6 Except for your obligations to pay any sums due hereunder, neither Party shall be deemed to be in breach of this Agreement for any failure or delay in performance to the extent caused by reasons beyond its reasonable control, including, but not limited to, acts of God, earthquakes, strikes, or shortages of materials or resources.

    16.7 This Agreement constitutes the final and complete agreement between the Parties regarding the subject matter hereof, and supersedes any prior or contemporaneous communications, representations, or agreements between the Parties, whether oral or written, including, without limitation, any confidentiality or non-disclosure agreements.

    16.8 Any modification to this Agreement must be in a writing signed by both Parties or in a writing acknowledged and accepted by both Parties (e.g., an e-mail or a click-through modification); provided, however, that The Cultivist may modify this Agreement at any time by posting such modification on the Platform and providing you notice (including via e-mail) of such modification, and any such modification shall go into effect thirty (30) days after it is so posted.

    16.9 Sections 5 (until all Membership Fees due hereunder are paid in full), 6, 7, 9.3, 10, 11, and 14-17 shall survive any expiration or termination of this Agreement.

  17. DEFINITIONS.

    17.1 “Affiliate” means, with respect to The Cultivist, any entity that, directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, The Cultivist. The term “control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of an entity, whether through the ownership of voting securities, by contract, or otherwise.

    17.2 “App” means The Cultivist’s mobile application for members.

    17.3 “Effective Date” means the date you accepted this Agreement.

    17.4 “Platform” means the App and the Website, collectively.

    17.5 “Services” means the service provided by The Cultivist to its members.

    17.6 “Website” means the website located at www.thecultivist.com.

IN COMPLETING ANY MEMBERSHIP OR APPLICATION FORMS ON THECULTIVIST.COM YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTOOD IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.


CULTIVIST LTD, MEMBER AGREEMENT

This Member Agreement (the “Agreement”) is a legal agreement between you (“you” or “Member”) and Cultivist Limited (“The Cultivist” or "We"). This Agreement specifies the terms under which Member may access and use our Services and Platform. Please read this Agreement carefully, because by accessing the Platform, using the Services, clicking “I Agree,” you agree to be bound by the terms of this Agreement. If you do not agree to (or cannot comply with) all of the terms of this Agreement, do not access the Platform or use the Services. Your membership is conditional upon you satisfying the membership eligibility criteria [set out on the Website] and we shall endeavor to notify you by email of whether your application for membership has been accepted within [6 weeks] of you clicking "I agree". If your application for membership is not accepted this Agreement shall be automatically cancelled on notification to you of non-acceptance.

Please see our Privacy Notice to see what personal data we process and how we process it, how it is legal and your rights.

  1. DEFINITIONS AND INTERPRETATION

    To make this Agreement easy to read We have defined some of the words. If a word begins with a capital letter then this means that the word has been defined. A list of some of the defined words is set out below and other defined terms are set out elsewhere in the Agreement:

    1.1 “App” means The Cultivist’s mobile application for members.

    1.2 “Effective Date” means the date you accepted this Agreement.

    1.3 "Museum" means museums and other cultural institutions that you may access as part of the Services.

    1.4 “Platform” means the App and the Website, collectively.

    1.5 “Services” means the service provided by The Cultivist to its members. Such membership will vary depending on which type of membership you have. Full members will benefit from wide range of services listed on our Membership Benefits page. Museum members will enjoy unlimited access to over one hundred museums through the world. For the full list of the benefits that we provide for each type of membership, please see our Website at www.thecultivist.com/membership/membership-benefits.

    1.6 “Website” means the website located at www.thecultivist.com.

    1.7 “VAT” means value added tax

  2. PERMISSION TO USE THE PLATFORM

    Subject to the terms and conditions of this Agreement, The Cultivist hereby grants you the right to access and use the Platform during the Term (as defined in Section 10 below). The Cultivist reserves the right to change the availability of any feature, function, or content relating to the Platform, at any time, without notice or liability to you. In addition, The Cultivist may deactivate your account at any time if it determines that you have breached this Agreement.

  3. COMMUNITY GUIDELINES

    The Cultivist’s community, like any community, functions best when its users follow a few simple rules. By accessing and/or using the Platform or our Services, you agree to comply with these community guidelines (the “Community Guidelines”) and that:

    • When visiting any Museum or The Cultivist event: (i) you will present the membership card that we supply to you ("Membership Card") upon request; and (ii) you and your guests will comply with the policies of the applicable venue;

    • You will comply with all applicable laws in your use of the Platform and will not use the Platform for any unlawful purpose;

    • You will not upload, post, e-mail, transmit, or otherwise make available any content (collectively, “Member Content”) that:

    o infringes any copyright, trademark, right of publicity, or other proprietary rights of any person or entity; or
    o is defamatory, libelous, indecent, obscene, pornographic, sexually explicit, invasive of another’s privacy, promotes violence, or contains hate speech (i.e., speech that attacks or demeans a group based on race or ethnic origin, religion, disability, gender, age, veteran status, and/or sexual orientation/gender identity; or
    o discloses any sensitive information about another person, including that person’s e-mail address, postal address, phone number, credit card information, or any similar information.

    • You will not “stalk,” threaten, or otherwise harass another person or Museum;

    • You will not spam or use the Platform to engage in any commercial activities;

    • If you post any Member Content, you will stay on topic;

    • You will not access or use the Platform to collect any market research for a competing business;

    • You will not impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;

    • You will not interfere with or attempt to interrupt the proper operation of the Platform through the use of any virus, device, information collection or transmission mechanism, software or routine, or access or attempt to gain access to any data, files, or passwords related to the Platform through hacking, password or data mining, or any other means;

    • You will not cover, obscure, block, or in any way interfere with any advertisements and/or safety features (e.g., report abuse button) on the Platform;

    • You will not use any robot, spider, scraper, or other automated means to access the Platform for any purpose without our express written permission; provided, however, we grant the operators of public search engines permission to use spiders to copy materials from the Platform for the sole purpose of and solely to the extent necessary for creating publicly-available searchable indices of the materials, but not caches or archives of such materials;

    • You will not take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our technical infrastructure; and

    • You will let us know about inappropriate content of which you become aware. If you find something that breaches our Community Guidelines, please let us know, and we’ll review it.

    We reserve the right, in our sole and absolute discretion, to deny you access to the Platform, or any portion of the Platform, without notice, and to remove any content that does not adhere to these Community Guidelines.

  4. SIGN-IN NAME; PASSWORD; UNIQUE IDENTIFIERS; MEMBERSHIP CARD

    4.1 During the registration process for the Platform, we will ask you to create an account, which includes a sign-in name (“Sign-In Name”), a password (“Password”), and perhaps certain additional information that will assist in authenticating your identity when you log-in in the future (“Unique Identifiers”). When creating your account, you must provide true, accurate, current, and complete information. Each Sign-In Name and corresponding Password can be used by only one member. You are solely responsible for the confidentiality and use of your Sign-In Name, Password, and Unique Identifiers, as well as for any use, misuse, or communications entered through the Platform using one or more of them. You will promptly inform us of any need to deactivate a Password or Sign-In Name, or change any Unique Identifier. We reserve the right to delete or change your Password, Sign-In Name, or Unique Identifier at any time and for any reason and shall not be responsible for any loss or damage caused by such action. The Cultivist will not be responsible for any loss or damage caused by any unauthorized use of your account.

    4.2 Only you can use your Membership Card. If it is lost or stolen, please contact us as soon as possible, so we can issue you a new one.

  5. DOWNLOADING THE APP FROM THE APP STORE

    The following terms apply when you download the App from Apple’s App Store. These terms are in addition to all other terms contained in this Agreement.

    • You acknowledge and agree that (i) this Agreement is concluded between you and The Cultivist only, and not Apple; and (ii) The Cultivist, not Apple, is solely responsible for the App and content thereof. Your use of the App must comply with the App Store Terms of Service.

    • You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App.

    • In the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price, if any, for the App to you and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App. As between The Cultivist and Apple, The Cultivist will be solely responsible for any other failure to conform to any warranty.

    • You acknowledge that, as between The Cultivist and Apple, The Cultivist and not Apple is responsible for addressing any claims you have or any claims of any third party relating to the App or your possession and use of the App.

    • You acknowledge that, in the event of any third-party claim that the App or your possession and use of the App infringes that third party’s intellectual property rights, as between The Cultivist and Apple, The Cultivist, not Apple, will be solely responsible in relation to any such claim to the extent required by this Agreement.

    • You confirm that: (i) you are not located in a country that is subject to a U.S. government embargo, or that has been designated by the U.S. government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. government list of prohibited or restricted parties.

    • You acknowledge and agree that Apple, and Apple’s subsidiaries will benefit from this Agreement as related to your license of the App, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement as related to your license of the App against you.

    • You must comply with all applicable third-party terms of agreement when using the App.

  6. FEES AND PAYMENT

    6.1 A number of companies have corporate subscriptions with The Cultivist ("Corporate Members"), which allows them to gift individual memberships to The Cultivist to their employees and clients ("Gifted Membership"). If you are applying under a Gifted Membership, the remaining provisions of this section 6 will not apply to you as the cost of your membership will be paid by the Corporate Member who gifted you the subscription.

    6.2 As consideration for your membership in The Cultivist, you shall pay The Cultivist its then-current membership fee stated on the Website (the “Membership Fee”) for the applicable subscription period you select. The Membership Fee includes VAT. The Cultivist may modify the Membership Fees at any time on written notice to you (including via e-mail or through the functionality of the Platform), and any such modification shall go into effect for the following Renewal Term (as defined below) unless of course you chose in accordance with this Agreement not to renew. All Membership Fees are non-refundable save where this Agreement in cancelled in accordance with section 7.

    6.3 The Cultivist, or its third-party payment processor, shall authorize your credit card, bank account, or other approved payment facility you provided during the registration process for the full payment of the Membership Fees in advance of the applicable subscription period, and you hereby consent to the same. If the mailing address you provided us is in the UK, all payments will be charged and made in sterling. If the mailing address you provided us is outside the UK and the United States or any of its possessions or territories, all payments will be charged and made in Euros Payment for the Membership Fees shall be taken at the same time or after your membership is confirmed by us.

    6.4 You must provide current, complete, and accurate billing and credit card information. You must promptly update all billing information (such as billing address, card number, and expiration date) to keep your account current, complete, and accurate, and you must promptly contact us if your credit card is lost or stolen, or if you become aware of a potential breach of account security (such as an unauthorized disclosure or use of your Sign-In Name or Password). You hereby authorize The Cultivist to obtain or determine updated or replacement expiration dates for your credit card in the event that the credit card you provided us expires. We reserve the right to charge any renewal card issued to you to the same extent as the expired card. If payment is not received from your credit card issuer, you hereby agree to pay all amounts due upon demand. You agree to pay all costs of collection, including legal fees and costs, on any outstanding balance. In certain instances, the issuer of your credit card may charge you a foreign transaction fee or related charges, which you will be responsible to pay. You are advised to check with your bank and credit card issuer for details.

  7. CANCELLATION

    7.1 You may cancel this Agreement within 14 days without giving any reason. The cancellation period will expire after:
    (a) in respect of new memberships, 14 days from the day on which you agree to be bound by this Agreement by clicking "I Agree"; and
    (b) in respect of any Renewal Term (as defined below), within 14 days from the day on which your membership renewed.

    7.2 To exercise the right of cancellation, you must:

    (a) inform us using the details on our "Contact Us" page: [INSERT LINK TO "CONTACT US" PAGE]) or by emailing contact@cultivist.com of your decision to cancel the Agreement by a clear statement (e.g. a letter sent by post or email). You may also contact Customer Services (by phone (0203 384 0055) or email contact@cultivist.com) who will provide a cancellation form for you to complete; and

    (b) if you have received the Membership Card, you will be required to return this promptly following cancellation of the membership to the following address: [INSERT ADDRESS] and we will refund the cost of registered post.

    7.3 To meet the cancellation deadline, it is sufficient for you to send your notice of cancellation before the cancellation period has expired. If you send us a notice of cancellation by post we advise you to keep proof of postage.

    7.4 If you decide to cancel your Agreement, we will reimburse you for all Membership Fees which we have received from you in accordance with section 6.2 in relation to this Agreement. We will make the reimbursement without undue delay, and no later than 14 days after the day we receive from you notice of cancellation in accordance with section 7.2(a). If you have a Gifted Membership (see section 6.1 above), then we will reimburse any applicable Membership Fees to the Corporate Member that gave you your Gifted Membership.

    7.5 We will make the reimbursement for the Membership Fees you paid and using the same means of payment as you used to pay your Membership Fees, unless we have expressly agreed otherwise; in any event, you will not incur any fees as a result of the reimbursement.

  8. INTELLECTUAL PROPERTY

    8.1 The Cultivist owns or is the licensee of all intellectual property rights in and all content (excluding your member content) on the Platform (the “The Cultivist Intellectual Property”). You will have no rights with respect to The Cultivist Intellectual Property other than those expressly granted in this Agreement.

    8.2 The Platform provides you the ability to post and upload Member Content. You expressly acknowledge and agree that once you submit your Member Content for inclusion into the Platform, it will be accessible by others, and that there is no confidentiality or privacy with respect to such Member Content, including, without limitation, any personally identifying information that you may make available. YOU, AND NOT THE CULTIVIST, ARE ENTIRELY RESPONSIBLE FOR ALL YOUR MEMBER CONTENT THAT YOU UPLOAD, POST, E-MAIL, OR OTHERWISE TRANSMIT VIA THE PLATFORM AND YOU WILL BE RESPONSIBLE FOR ANY LOSS SUFFERED OR INCURRED BY US IN CONNECTION WITH YOUR MEMBER CONTENT.

    8.3 You retain all copyrights and other intellectual property rights in and to your own Member Content. You do, however, grant us and others a licence to use or exploit (including for profit) your Member Content and all intellectual property therein via the Platform. During the Term, You also grant us and others the right to use your Sign-In Name, name, likeness, and photograph to advertise and promote the Services, the Platform, and/or The Cultivist. You acknowledge and agree that uses of your Member Content, name, likeness, and photograph permitted by this Section may include the display of such Member Content, name, likeness, and photograph in advertising and other material or content, including for profit.

    8.4 If you submit Member Content to us, you confirm that such Member Content is your original creation (or that you otherwise have the right to provide the Member Content), that you have the rights necessary to grant the license to the Member Content under Section 8.3 and that it and its use by The Cultivist and others as permitted by this Agreement does not and will not infringe the intellectual property of any person or content that breaches our Community Guidelines.

  9. COMMUNICATIONS WITH US

    Although we encourage you to e-mail us, we do not want you to, and you should not, e-mail us any content that contains confidential information. With respect to all e-mails and communications you send to us, including, but not limited to, feedback, questions, comments, suggestions, and the like, we shall be free to use any ideas, concepts, know-how, or techniques contained in your communications for any purpose whatsoever, including but not limited to, the development, production, and marketing of products and services that incorporate such information without compensation or attribution to you.

  10. TERM; TERMINATION; AND AUTOMATIC RENEWALS

    10.1 The term of this Agreement shall commence on the Effective Date and continue for a minimum period of the length of the membership you selected during registration (the “Initial Membership Term”).

    10.2 After the Initial Membership Term expires, whether or not you membership will continue will depend on whether your membership is a Gifted Membership or not. For Members who have a Gifted Membership, their membership will automatically expire unless the Corporate Member that gave them their Gifted Membership choses to renew it. For all other Members, the Initial Membership Term shall automatically renew for successive periods of equal length to the Initial Membership Term (each, a “Renewal Term” and collectively with the Initial Membership Term, the “Term”) unless either Party provides written notice to the other Party of its desire for the Term not to renew prior to the commencement of the applicable Renewal Term.

    10.3 Either of us may terminate this Agreement upon thirty (30) days’ notice to the other if the other breaches a material term of this Agreement, and the breach remains uncured at the expiration of such period.

    10.4 IT IS IMPORTANT TO NOTE THAT WHEN YOU SIGN UP FOR A MEMBERSHIP, UNLESS YOU HAVE A GIFTED MEMBERSHIP YOUR MEMBERSHIP WILL AUTOMATICALLY RENEW UNTIL YOU CANCEL IT. YOU MAY CANCEL AT ANY TIME BY FOLLOWING THE PROCESS IN SECTION 7.2, AND THE CANCELLATION WILL TAKE EFFECT AT THE EXPIRATION OF THE THEN-CURRENT TERM. AT THE END OF SUCH TERM, WE WILL SEND YOU A REMINDER E-MAIL ABOUT THE MEMBERSHIP’S AUTOMATIC RENEWAL. AGAIN, IF YOU DO NOT CANCEL, THEN YOUR MEMBERSHIP WILL AUTOMATICALLY RENEW UNDER THE SAME TERMS SAVE WHERE WE MODIFY THE FEES IN ACCORDANCE WITH SECTION 6.2 (IN WHICH CASE, THE TERMS SHALL REMAIN THE SAME SAVE FOR THE NEW PRICE SHALL APPLY) .

  11. DISCLAIMER

    YOU ACKNOWLEDGE THAT THE PLATFORM, THE SERVICES, AND ALL OTHER MATERIALS PROVIDED HEREUNDER ARE PROVIDED “AS IS” AND “AS AVAILABLE.” AND THE CULTIVIST DOES NOT WARRANT THAT THE OPERATION OF THE PLATFORM WILL BE ERROR FREE.

  12. OUR LIABILITY TO YOU

    12.1 This Agreement does not exclude or limit The Cultivist's liability (if any) for:

    (a) death or personal injury caused by The Cultivist's negligence;

    (b) fraud;

    (c) fraudulent misrepresentation; or

    (d) any matter which it would be illegal for The Cultivist to exclude or attempt to exclude The Cultivist's liability.

    12.2 The Cultivist is only liable to you for losses which you suffer as a direct result of The Cultivist's breach of this Agreement and which are reasonably foreseeable. The Cultivist is not liable for any other losses.

    12.3 The Cultivist's liability for the losses referred to at Section 12.2 will not exceed the Membership Fees paid to the Cultivist under this Agreement during the period twelve (12) months prior to the event giving rise to such losses.

    12.4 The Cultivist is not responsible to you for any business losses that you may incur, including but not limited to lost profits, lost revenues, business interruption or lost data.

    12.5 You may have other rights granted by law and this Agreement does not affect these.

  13. YOUR LIABILITY TO THE CULTIVIST

    13.1 You will be responsible to the Cultivist for any losses arising out of or in any way connected with (i) your Member Content; or (ii) your breach of this Agreement.

    13.2 Your liability for the losses referred to at Section 13.1 will not exceed the Membership Fees paid to the Cultivist under this Agreement during the period twelve (12) months prior to the event giving rise to such losses (or if you have a Gifted Membership, the then-current membership fee stated on the Website at the time of your application).

  14. EXTERNAL SITES

    The Platform may contain links to third-party websites (“External Sites”). These links are provided solely as a convenience to you and not as an endorsement by us of the content on such External Sites. The content of such External Sites is developed and provided by others. You should contact the site administrator or webmaster for those External Sites if you have any concerns regarding such links or any content located on such External Sites. The Cultivist is not responsible for the content of any linked External Sites and do not make any representations regarding the content or accuracy of materials on such External Sites. You should take precautions when downloading files from all websites to protect your computer from viruses and other destructive programs. If you decide to access linked External Sites, you do so at your own risk.

  15. COMPLIANCE WITH APPLICABLE LAWS

    The Platform and its servers are based in the United Kingdom and elsewhere. The Cultivist makes no claims concerning whether the content on the Platform may be downloaded, viewed, or be appropriate for use outside of the United Kingdom. If you access the Platform from outside of the United Kingdom, you do so at your own risk. Whether inside or outside of the United Kingdom, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.

  16. OTHER IMPORTANT PROVISIONS

    16.1 Neither you nor the Cultivist may assign or otherwise transfer any of its rights or obligations under this Agreement without the prior, written consent of the other ; provided, however, that The Cultivist may, upon written notice to you and without the consent of you, assign or otherwise transfer this Agreement to any person so long as the performance of the Agreement is not affected.

    16.2 No failure or delay by either you or the Cultivist in exercising any right or remedy under this Agreement shall operate or be deemed as a waiver of any such right or remedy.

    16.3 This Agreement shall be governed by and construed in accordance with the laws of England and Wales and the courts of England and Wales will have non-exclusive jurisdiction.

    16.4 Each of the sections of this Agreement operate separately. If any court of relevant authority decides that any of them are unlawful or unenforceable, the remaining sections will remain in full force and effect.

    16.5 Except for your obligations to pay any sums due hereunder, neither Party shall be deemed to be in breach of this Agreement for any failure or delay in performance to the extent caused by reasons beyond its reasonable control, including, but not limited to, acts of God, earthquakes, strikes, or shortages of materials or resources.

    16.6 Any modification to this Agreement must be in a writing signed by both of us or in writing acknowledged and accepted by both of us (e.g., an e-mail or a click-through modification); provided, however, that The Cultivist may modify this Agreement at any time by posting such modification on the Platform and providing you notice (including via e-mail) of such modification, and any such modification shall go into effect thirty (30) days after it is so posted.

    16.7 Sections (until all Membership Fees due hereunder are paid in full), 6, 9, 11, 12, 13 and 15-16 shall survive any expiration or termination of this Agreement.

IN COMPLETING ANY MEMBERSHIP OR APPLICATION FORMS ON THECULTIVIST.COM YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTOOD IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.