# Terms & Conditions for Artists ## About Us Book An Artist is an online marketplace where we connect you with audiences, work opportunities and help you keep focused on producing amazing art. We specialise in finding opportunities for graffiti and mural artists, but we also love working with any type of street artists or illustrators. We believe that art can truly build better connections, energise spaces in different ways, drive business growth and encourage further public engagement. ## TERMS 01. About these Terms 1. In these Terms, “BAA”, “we”, “us” or “our” means Book An Artist Pty Ltd (ACN 630 995 167) and includes our subsidiaries, and their respective directors, employees and agents. “You” or “your” means any Client (as defined in clause 18) or user who access the Platform. 2. You should read these Terms carefully. They apply to your use of our Platform. 3. By using or accessing the Platform, you indicate your acceptance of these Terms. By accepting these Terms, you agree to the obligations imposed on you under these Terms and, in exchange, we agree to provide you with access to the Platform. If you do not agree to these Terms you should immediately cease accessing and using the Platform. 4. We reserve all rights to alter these Terms at our discretion. Each time you use the Platform, it is your responsibility to be aware of our current terms. Your continued use of the Platform following the posting of changes to these Terms will be deemed your acceptance of those changes. 5. These Terms, as amended by us from time to time, continue to apply for the duration of your use of the Platform and Services or until terminated in accordance with clause 7. 02. Overview of Services 1. The Marketplace provides an easy way for you to find work opportunities and commissions in your area for you to provide clients with your Artists’ Services (e.g. producing custom artworks and creative pieces that match a Client’s brief) or goods or products. Our Services to you include “providing access to the Platform, Marketplace, facilitating enquiries and communications with Clients, and your their Purchases of your Artists’ Services. Clients may also use the PRO Services, where we take the hassle out of finding and engaging Artists like you for them.” 2. To access all our Services, an Artist must register for an account in accordance with clause 3. An unregistered Artist may still: 1. search and browse other Artists’ profiles and artworks on the Platform; and 2. access the Book An Artist Blog on the Platform. 3. If you register for an account in accordance with clause 3 and your registration is accepted by us, you will have access to all the Services and will be able to: 01. receive enquiries and quote requests from Clients; 02. negotiate with Clients, provide them with briefs and manage their bookings of your Artists’ Services; 03. sell Artists’ Services through the Marketplace, and otherwise facilitate the Purchase process for Clients; 04. receive notifications when bookings with Clients are finalised; 05. view a list of all enquiries you’ve received and all bookings (e.g. those that have been accepted, are in progress, completed, or have been cancelled); 06. receive payment for your accepted bookings; 07. update your profile and password; 08. manage your portfolio on the Platform and/or Marketplace; 09. manage any business opportunities or leads through the seller panel, as available from time to time; 10. connect your account with any supported third party services, as made available from time to time; 11. request Clients post reviews and testimonials about your Artists’ Services; and 12. have Clients post reviews and testimonials about your amazing Artist’s Services 4. From time to time we might you to make uncommissioned artistic goods and products available on the Marketplace for Purchase by Clients. Throughout these Terms the phrase “Artists’ Services” also refers to any such goods and products that are listed from time to time on the Marketplace or Platform. 5. Promotional offers and discounts may be offered at our sole discretion, and on such terms and conditions as are notified at the time of the relevant promotional offer or discount. 6. Once we introduce you to Clients, our staff or any other Artists we see this as a this as a three-way relationship and we want to make sure that any interactions you have with these parties are in line with these Terms. Clauses 3.15 and 7 sets ut the ways in which you are restricted from approaching and dealing with Clients or other Artists without our consent (and potential involvement). 03. Your Use of the Platform and Services Accessing the Platform 02. You are responsible for creating and maintaining your account. 03. If you are under the age of 18 you must comply with the additional account creation requirements set out under clause 4. 04. To access certain parts of the Platform and Services, you must register with us by providing us with Registration Data as requested. You may not use one email address to register for multiple accounts. 05. You acknowledge that we may use your Registration Data and any other personal information provided to us in accordance with our Privacy Policy. 06. You agree that you have sole responsibility for any activity that occurs on your account. You must keep your account details accurate, up to date, and secure your password as you are responsible for any activity on your account (whether undertaken by you or anyone else). You agree to notify us immediately if you become aware of or suspect any security breach or unauthorised use of your password or account. 07. We reserve the right to decline your registration request if you do not pass our verification process. 08. You must ensure that your access to, and use of, the Platform or Services is not illegal or otherwise prohibited by laws that apply in your jurisdiction. Interacting with Clients on Platform 10. You acknowledge and agree that when we host one of your listings for the provision of Artists’ Services on the Marketplace this constitutes mere information and does not involve us in any way in your offer to sell those goods and/or services, except as otherwise set out in these Terms. 11. To be clear, unless explicitly stated we act only at arm’s length with you as a service provider, and in no way does a relationship of agency, representation, partnership or joint venture arise between us. 12. Before a Purchase has been made you may negotiate and discuss your quote with a Client, including without limitation any Extra Costs, using the communication functions provided on the Platform. Once a Purchase has been made you can use the same features to discuss the particulars of the design and delivery of your Artists’ Services. At the moment the communication facilities provided includes, but is not limited to, email exchanges with Clients that are facilitated and monitored by Book An Artist. 13. You are responsible for making suitable offers of services and quotes to Clients, and for ensuring these are inline with their wishes, via the Platform’s communication functions. 14. Once a Purchase has been made the Platform’s communication functions may only be used to discuss the delivery of your Artists’ Services. The particulars of Purchased Artists’ Services, including without limitation the price, any specifically listed Extra Costs, Due Date or delivery location, cannot be changed without the written approval of both parties, with confirmation of this sent to Book An Artist. 15. If a Client wants to change the details related to Purchased Artists’ Services and you do not agree to these changes, then the Client will be liable for any costs or damages or costs associated with the changes that are not accepted in accordance with these terms, including without limitation clauses 10 and 11. 16. You are responsible for replying to Clients in a timely and courteous manner, and for acting in good faith throughout your enquiries, negotiations, the booking process and the delivery of your Artists’ Services. 17. You agree and accept that you will not contact any Clients or Artists (or individuals or entities previously listed as either) outside the Platform without our prior given written consent, and that you will otherwise comply with your obligations under clause 7 of these Terms. To be clear this means you are restricted from soliciting or working with any Clients or Artists who you have been introduced to or dealt with by virtue of the Platform or Services without our consent and/or involvement. The specifics of this restraint are outlined further below in clause 7. 18. Any reviews, feedback or comments about your interactions with Clients must be honest and non-biased and at all times comply with these Terms, including without limitation the provisions of this clause 3. Purchase of Your Artists’ Services 20. Once an enquiry has been made in respect of Artists’ Services the Purchase will not be complete until: 1. you provide the Client with a quote for your enquiry, including by setting out all Extra Costs that you can reasonably predict will be incurred in the delivery of your Artists’ Services (NB this quote must account for all costs you will incur during the delivery of your Artists Services, including without limitation any costs for any sub-contractors you engage); 2. the Client approves the quote and pays a Deposit to BAA through the payment facilities provided on the Platform, and otherwise in accordance with clause 6; 3. You and the Client undertake and complete a design phase, which includes up to two (2) rounds of major reviews and feedback, unless you agree to further rounds of reviews and feedback with the Client; 4. The Client approves the final design and specifications for your Artists’ Services; and 5. You and the Client agree on a Due Date. 21. Clause 3.17 does not apply to in respect of any uncommissioned goods or products that are listed on the Marketplace or Platform. In these cases the Purchase of relevant goods and products will only be complete when the Client has paid the price in full to the you in accordance with clauses 6.3 - 6.11. 22. You agree and accept that you will comply with the additional terms relating to the pricing and payment of Artists’ Services set out under clauses 5, and 6 of these Terms. 23. For the avoidance of doubt, all Purchases taking place over the Platform, or as a result of our Services, are made between you and the Client, and to the exclusion of BAA. 24. If a client accepts a quote on the Book An Artist Platform, a commission contract is created between the client and the artist. 25. Upon the creation of a commission contract, the client and artist each owes Book An Artist platform the respective portion of the Fee. The Fee will automatically be deducted from the Agreed Price held in the Payment Account. Provision of Artists’ Services 27. You acknowledge and agree that you are responsible for making sure you can legally offer and provide your Artists’ Services, including without limitation in respect of any jurisdictional issues, or regulatory and licencing obligations. 28. Where a Client has expressly agreed, you may provide your Artists’ Services (or part thereof) with the assistance, but not solely through, sub-contractors. If you do engage any sub-contractors in accordance with this clause you agree and acknowledge that they will also be bound by your obligations under these Terms. 29. You are solely responsible for ensuring that you, and any appropriate sub-contractors, have all legally or reasonably required insurance, meet all applicable safety standards and have the requisite experience to deliver the Artists’ Services without safely and without complications. 30. You are responsible for verifying the identity and authenticity of a Client before you offer them, or agree to provide them with, your Artists’ Services. This obligation also extends to the time during which you actually provide them with your Artists’ Services. You acknowledge that, to the extent permitted by law, we do not warrant the reliability, legitimacy, repute, or credibility of any Client, nor the capacity, ability or willingness of any Client to transact with you or meet their obligations. 31. You are responsible for ensuring the location for the delivery of your Artists’ Services is reasonable, and during the continuation of work secure, free of hazards and safe to for the delivery of the Artists’ Services. 32. You are responsible for ensuring the actual delivery and provision of your Artists’ Services is safe, secure and not negligent. 33. Your Artists’ Services will be considered delivered once the Purchased Artists’ Services are provided to the Client. 34. Where a Client has Purchased your Artists’ Services, and any component of these services is not delivered by the Due Date or relevant deadline (as initially set or otherwise agreed between you and the Client), including without limitation the provision of a design or the completion of the Artists’ Services, then we may in our sole and absolute discretion require you to return to us, or otherwise indemnify us for, any fees or funds received in respect of the Artists’ Services, including without limitation in respect of any Extra Costs. 35. If a client accepts a quote on the Book An Artist Platform, a commission contract is created between the client and the artist. 36. Upon the creation of a commission contract, the client and artist each owes Book An Artist platform the respective portion of the Fee. The Fee will automatically be deducted from the Agreed Price held in the Payment Account. PRO Services 38. When a Client has requested PRO Services, we may contact you in respect of a particular brief. In these instances you agree that you will deal with us up until the delivery of your Artists’ Services as if we were a Client within the application of these Terms, to the extent reasonably necessary. To be clear, we will not be acting on behalf of the Client as an agent, authorised representative or in any other capacity that providing them with a service to facilitate their connection with Artists’ Services that fit a brief provided to us. 39. You agree and accept that our delivery of the PRO Services may also alter the normal work and as advertised and made available over the Platform from time to time. Cancellations 41. After a Purchase has been made, Clients may instruct you to discontinue their delivery of your Artists’ Services. In this event they must notify you (and us) in writing and we may endeavour (though do not guarantee) to organise for you to receive your expected payment from them. 42. If a Client has instructed you in writing to discontinue delivery of your Artists’ Services, you must do so as soon as practicable. You must also take all reasonable steps to remove any equipment you have brought to the premises. 43. If you discontinue your delivery of your Artists Services, or have otherwise indicated you will not complete delivering your Services, you must immediately notify us. Once we have investigated within a reasonable timeframe we may, in our sole discretion confirm in writing that: 1. the Client does not need to pay the outstanding amount for the Artists’ Services; 2. you will be liable for any amount of outstanding fees owed by the Client to us; 3. you will be liable to pay back any portion of the fees which we have paid for you as we reasonably determine, including without limitation in respect of fees provided for work which you have not delivered. You agree that we may recoup any such amounts in in any way reasonable, including without limitation by from any Deposit received or by deducting the outstanding amounts from funds related to any other Artists Services you are providing over the Platform and/or Marketplace; or 4. that we will arrange another Artist to complete and deliver your Purchased Artists’ Services (and any resulting goods or products), with no liability or obligation to you whatsoever. 44. If a Client has instructed you in writing to discontinue delivery of your Artists’ Services, you must do so as soon as practicable. You must also take all reasonable steps to remove any equipment you have brought to the premises. General Obligations 46. We have no obligation to assist or involve ourselves in any dispute between Clients and Artists , including without limitation in respect of recovering any unpaid fees for your Artists’ Services, though we may do so in our sole discretion. 47. The Services may contain links to other websites, or other third-party offerings. Those links are provided for convenience only and may not be current. Any hyperlinks or banners advertising other websites on the Platform, or external websites that advertise the Platform, are not subject to our control or privacy standards, policies and procedures. We will not be responsible for the content or privacy practices associated with such linked websites and we recommend that you make your own enquiries as to the privacy and other policies of those third parties. 48. You must take precautions to ensure that when accessing the Services, you do not expose your telecommunications or computer systems to viruses, malware or other forms of interference that may damage your telecommunications or computer systems. We are not responsible for any such damage to your telecommunications or computer systems which may arise in connection with your access to the Platform and use of the Services. 49. Any information on the Platform or otherwise provided to Clients is supplied in good faith but we do not guarantee its accuracy or completeness. You agree that it is your responsibility to make enquiries as to the accuracy or completeness of any information. 50. While using the Platform, and any associated Services, you must not: 1. misuse any part of the Platform by introducing viruses, trojans or other material that is malicious or technologically harmful; 2. attempt to gain unauthorised access to any part of the Platform, the server on which the Platform is stored or any server, computer or database connected to the Platform; 3. engage in any activity that interferes with or disrupts the Services or the servers and networks that host the Services; 4. attempt to circumvent, disable or otherwise interfere with any security-related features of the Services or any features that prevent or restrict the use or copying of any content or enforce limitations on the use of the Services or the content of the Platform; 5. engage in any abusive, derogatory, threatening, harmful, vulgar, profane, obscene, violent or ethically objectionable behaviour; 6. advocate, support or practice discrimination based on race, religion, age, national origin, language, gender, sexual orientation or mental or physical handicap; or 7. breach any other person’s personal information, privacy or publicity rights, or breach a duty or obligation of confidence. 51. We may contact you by email or provide you with information by posting notices on the Platform. It is your responsibility to ensure that you have correct contact details registered with us, that you give us written notice of any changes to your contact details, and that you check your nominated email address regularly for any correspondence. 52. We may, at our absolute discretion, terminate, suspend or delete your account or restrict your access to the Services (or any part of the Services) for any reason without notice. This includes for security, technical, maintenance, legal or regulatory reasons or due to any breach of these Terms. If we do this, you may be prevented from accessing your account details or other content contained in your account. We will not be liable to you or any third party for doing so. 53. If you fail to comply with these Terms, we may, in our absolute discretion and without liability: 1. immediately, temporarily or permanently withdraw your right to access and use the Services and the Platform (including deletion of your account) ; 2. take any other legal action against you; 3. refer or report any suspected fraudulent, abusive or illegal activity to relevant law enforcement authorities; or 4. retain any Deposit you have provided in respect of the Services. 04. Minors 1. If you are under the age of 18 years, we may ask you to confirm that you have your parents’ or guardians’ permission and that they have agreed to these Terms on your behalf. Even if we do this, by submitting Registration Data to us, you acknowledge that you have your parents’ or guardians’ permission and that they have agreed to these Terms on your behalf. 2. If you are a parent or guardian who has permitted a person under the age of 18 (a **“Minor”**) to create an account, you agree to: 1. exercise supervision over the Minor's use of the Platform and our Services; 2. assume all risks associated with the Minor's use of our Services and their account, including the transmission of content or information to and from third parties via the internet; 3. assume any and all liabilities resulting from the Minor's use of our Services and their account; 4. ensure the accuracy and truthfulness of all information submitted to us and the Platform by the Minor; and 5. provide the necessary consents contained in these Terms on behalf of the Minor. 3. We reserve the right to take legal action and seek compensation from a parent or guardian of a Minor for any loss or damage we may suffer as a result of, or in connection with, any transaction entered into on, or via, the Platform by that Minor. 4. Subject to clause 4.2, if you provide Registration Data to us, you represent and warrant to us that the Registration Data provided is true, complete, accurate and up to date, and you undertake to maintain the truthfulness, completeness and accuracy of your Registration Data as necessary and/or as required by us. 5. If you provide us with Registration Data, you consent to the following: 1. we may provide your Registration Data to Artists for the purposes of providing you with the Services; 2. you may receive emails from us regarding details of your registration, orders and/or purchases made through your account, and/or information relating to your access and use of the Services and your account; and 3. from time to time, we may email you regarding our Services or third-party products and services which we believe may be of interest to you, such as new products, features, special offers and updated information. The emails may contain code that enables our database to track your usage of the emails, including whether the email was opened and/or what links (if any) were clicked. We may combine that information with other information which we have about you and may use that information to improve your site experience and/or provide customised email communications to you. 05. Pricing 1. Until a Purchase has been confirmed, all of your prices for Artists’ Services listed on the Marketplace are subject to change. You may readjust quotes or listing prices in good faith, and so long as any adjustments are not undertaken to maliciously manipulate the Platform economy. 2. You agree and accept that the price of your quotation given to a Client will include any specifically mentioned Extra Costs, as set out in clause 3.17(a) above. Any Extra Costs must be reasonably required to be incurred, and must be agreed to by the Client to the greatest degree possible. 3. Where you seeks reimbursement for Extra Costs not specifically mentioned or reasonably implied in the quotation or Purchase process, it remains in a Client’s discretion whether they accept to pay for these Extra Costs. If they do not accept, or there is a dispute over the applicability of Extra Costs, you must follow the dispute resolution process set out in clause 14.1(b). 4. For clarity, it will be in our sole discretion to determine if Extra Costs were not adequately particularised or were unreasonably incurred, and thus whether they should be payable by the Client. 5. Our fee for providing the Services and connecting you with a Client will be as set out on the total booking amount for your Artists’ Services, and ordinarily this will be 20%. We will automatically deduct this from the payments made by Clients, as set out in clause 6. 6. Pro Services will incur an additional fee as set out on the total booking amount for the Artists Services, or any other sale, assignment, licence or transfer made by you to a Client, or in respect of any Artists’ Services that were provided in connection with the Platform or Marketplace. This will also be automatically deducted from the payments made by Clients, as set out in clause 6. 7. You, and any sub-contractors you engage, agree that we will be entitled to our fees (as set out above) in respect of any payments you make to sub-contractors engaged to provide the Artists’ Services. To be clear, this means that unless we otherwise agree in writing, we will deduct our fee based on your total booking amount, and irrespective of any costs you may incur in delivering the Artists’ Services. 8. All amounts payable can be paid in either AUD, GBP, NZD or any other currency as accepted from time to time, depending on your jurisdiction, and may include locally applicable taxes – in Australia the price of Artists’ Services & Book An Artist Fees are inclusive of goods and services tax (GST) unless otherwise expressly stated. 06. Payment 01. Once you have approved a quote for Artists’ Services, the relevant Client will be asked to pay us the Deposit. A Deposit must be paid before the Artists’ Services are delivered, and if there are any issues with this we will let you know. 02. The outstanding amount for of Artists’ fees will fall due and payable by the Client on: 1. the date at which we are notified in writing the Artists’ Services have been delivered; or 2. the date at which a Client cancels the Artists Services in accordance with clause 3.31. 03. Where applicable, the additional fee for PRO Services shall be due and payable by the Client at the same time as the relevant Deposit. 04. We can only pay you your fees for the Artists’ Services once we have deducted our commission in full (for providing you with the Services). Ordinarily this will be deducted in full from the Deposit, and the remainder (being the first component of your fees for Artists’ Services) will be transferred within 3 days. 05. To be clear, you agree and accept that we will be entitled to our commission in full (as calculated on the basis of the total booking amount of your Artists’ Services) irrespective of whether the Client has paid, and in the event of non-payment by a Client we may in our sole discretion deduct any part of our commission from the Deposit. 06. The outstanding amount of your fees for Artists’ Services will be paid once we have received payment of the outstanding payment from the Client, including in respect of any other additionally incurred Extra Costs (as applicable). However BAA is not responsible for chasing payments. 07. We provide Clients 15 days to pay any fees or payments that fall due, except in the case of Deposits (which are due immediately in accordance with clause 6.1), though we cannot guarantee that they will pay in this time. 08. Notwithstanding our rights in clause 6.5, once we have received payment for the Artists’ Services in full from a Client we will deduct our commission amount and transfer the remaining amount to through the payment processing facilities provided on the Platform, or through banking details which you provide us with (as determined in our discretion).. 09. You agree and accept that you will not accept any Payments outside the Platform for any Artists’ Services, or for the provision of any other products, goods or services that would be in contravention of these Terms. 10. Payments for services listed via the Platform may be made via PayPal, credit card or other Payment Processing Services we accept from time to time, including without limitation direct debiting and EFT. 11. From time to time we use Payment Processing Services provided by third parties that are subject to the terms and conditions of the relevant third party (collectively, the “Third Party Payment Terms”). By placing an order for Artists’ Services using payment methods processed by third parties, you agree be bound by the relevant Third Party Payment Terms, which may be modified from time to time. As a condition of using third party Payment Processing Services, you agree to provide us with accurate and complete information about you and your business, and you authorise us to share it and transaction information related to your use of the Payment Processing Services in accordance with our Privacy Policy. 07. Book An Artist Refund Policy At Book An Artist, we endeavor to deliver an equitable and professional experience for all users. Our policies, as detailed below, aim to ensure clarity, accountability, and seamless resolution for all involved parties. 1. **Cancellation and Refunds** 1. **If Funds Are NOT in Escrow:** 1. **Artist-Initiated Cancellations:** In cases where a project is canceled due to the artist’s unavailability, non-completion, or failure to respond, Book An Artist will: - Make reasonable attempts to contact the artist within a two-week period. - Facilitate the process of a replacement artist of comparable caliber, transferring the deposit directly to the new artist if successfully recovered back from the initial artist. - Issue a refund to the client after recovering the deposit from the artist, contingent on a final review and decision by Book An Artist. - Note that if escrow funds have been prematurely released by the client, Book An Artist cannot intervene, as escrow terms explicitly mandate release only upon client satisfaction. 2. **Client-Initiated Cancellations:** If a client opts to terminate a project, Book An Artist will: - Attempt to establish communication with the client to clarify and address concerns within a one-week period. - A 20% cancellation fee will be applied in addition to the artist compensation mentioned in the above point within a two-week period and contingent on a final review and decision by Book An Artist. 2. **If Funds Are IN Escrow:** 1. **Artist-Initiated Cancellations:** - In instances where the artist initiates a cancellation, efforts will be made to clarify and address concerns with the artist within a one-week period and facilitate the process of a replacement artist of comparable caliber, transferring the deposit to the new artist if applicable. - Book An Artist will issue a refund to the client if client decides to not go ahead with the same artist or the new artists recommended within a two-week period, contingent on a final review and decision by Book An Artist. 2. **Client-Initiated Cancellations:** - When clients cancel projects with escrowed funds, the refundable portion will be assessed based on the artist's time, material costs, and contributions to the project. - A 20% cancellation fee will be applied in addition to the artist compensation mentioned in the above point within a two-week period and contingent on a final review and decision by Book An Artist. 3. **Dispute Resolution** 1. **Final Decision:** When disputes arise that cannot be amicably resolved between the client and artist, Book An Artist will serve as the final arbiter. Decisions will be rendered after a meticulous evaluation of both parties’ claims and evidence. The decision will be final and binding. 2. **On-Platform Communication:** To ensure accountability, all interactions, including communications and payments, must occur on the platform. Off-platform communications, such as emails, phone calls, or unnecessary exchanges via external channels like WhatsApp, may limit Book An Artist’s capacity to mediate disputes effectively. In such cases, Book An Artist is not obligated to consider information from external communications that we were not privy to when rendering a decision on the case, and resolution outcomes will remain at our discretion. 5. **Essential Guidelines and Information** 1. **What is the purpose of a deposit payment?** A deposit payment is essential to initiate any project. It can be securely held in an escrow system to protect both clients and artists and remains there until the client authorizes its release upon satisfactory progress or project completion. 2. **What happens to the funds deposited into escrow?** Funds deposited into escrow are treated as payments made. Artists are required to commence work promptly, and the funds provide assurance to the artist while safeguarding the client’s investment until the agreed deliverables are met. 3. **When is the deposit released to the artist?** If the artist fulfills the project requirements in alignment with the pre-established terms agreed upon with the client, the deposit will be paid to the artist without delay after the client releases it. 4. **Are there specific policies for new artists on the platform?** Yes, newly onboarded green artists will only receive payment upon the full and satisfactory completion for their initial two projects. 5. **What is required as proof for artwork completion?** Artists must submit original images or files in agreed-upon formats (e.g., .pdf) as specified in the project terms on the platform chat to the client. This ensures that deliverables are accessible to the client and documented for disputes or refunds. 6. **How many revisions are allowed?** Clients may request up to two revisions of the design before significant progress has been made on the project. Once the design has progressed beyond a point where major changes are not feasible, further revisions may not be possible. It is at the artist’s discretion to determine whether the requested changes can be accommodated at advanced stages of the artwork. Clients are encouraged to request revisions during the earlier stages of the project. Book An Artist’s decision will be final in mediating any disputes regarding revisions. 7. **What happens if work has not started on a project?** For projects where no work has commenced, refunds will be processed to the client’s Book An Artist wallet, provided the funds remain in escrow. 08. Non-compete/Non-circumvention 1. Once we introduce you to Clients, our staff or any other Artists we see this as a this as a three-way relationship and you agree that that any interactions you have with these parties will be in line with these Terms. This clause 7 sets out the ways in which you are restricted from interfering with our relationships with these parties, or from excluding us from dealings with these parties you have met through the Platform and/or the Services. 2. You will not directly or indirectly do (or try to do) any of the following Restricted Activities in any of the Restricted Areas, during any of the Restricted Time Periods listed below – this includes by trying to get someone else to do any of these things. The only exceptions will be if we agree in writing beforehand. You must not: 01. Contact, tempt, induce, encourage or solicit any Clients or other Artists to provide or procure any services whatsoever outside of the Platform; 02. Interfere with or disrupt our relationship with other Artists or Clients, including without limitation Clients that engage with you on the Platform, or those we introduce you to through the PRO Services; (“Restricted Activities”) 04. Worldwide; 05. Within the same country as the location for the provision of the Artists’ Services; 06. Within the same state as the location for the provision of the Artists’ Services; 07. Within the same country as the location for the provision of the Artists’ Services; 08. Within 100km radius of the location listed for the provision of the Artists’ Services; 09. Within 50km radius of the location listed for the provision of the Artists’ Services; 10. Within 25km radius of the location listed for the provision of the Artists’ Services; 11. Within 10km radius of the location listed for the provision of the Artists’ Services; 12. Within 5km radius of the location listed for the provision of the Artists’ Services; (“Restricted Areas”) 14. In perpetuity; 15. During the period you are an Artist; 16. Three (3) years after you cease being an Artist; 17. One (1) year after you cease being an Artist; 18. Nine (9) months after you cease being an Artist; 19. Six (6) months after you cease being an Artist; 20. Three (3) months after you cease being an Artist; 21. Two (2) months after you cease being an Artist; 22. One (1) month after you cease being an Artist. (“Restricted Time Periods”) 3. The Restricted Activities, Restricted Areas and Restricted Time Periods are considered separate, distinct and severable restrictions you agree to. If a court determines any one part of this clause is unenforceable, illegal or void, then the other parts of this clause continue to remain in effect. 4. To be clear, your obligations under this clause 7 shall continue after termination of these Terms, or after you cease being a Client of ours. 09. Termination 1. In addition to our rights under clause 3, we may, at our absolute discretion, terminate these Terms or cease to supply you with access to the Platform and/or the Services, if: 1. it transpires that you have provided false or misleading information on the Platform; 2. you are found by us to be offensive or abusive to another Artist or Client; or 3. you fail to pay any fees or charges payable by you on time or at all. 2. If your access to the Platform and/or the Services is terminated for any reason, we will be entitled to payment for any outstanding fees or charges properly incurred by us up to the date of termination and any fees or charges incurred during any applicable notice period or otherwise specified in these Terms. 10. Warranties 1. We will, within a reasonable period of time, investigate any alleged error or issue regarding any of our Services, provided that you notify us in writing within seven (7) days of becoming aware of the error or issue with all necessary information to be able to investigate the error or issue. Notwithstanding, you agree that our liability will be limited in any event to the right to attempt redelivery of the Services to you. 2. You agree to use your reasonable endeavours to ensure that the information that you supply us or any Client is complete and accurate and notify us (and, if relevant, the Client(s)) in writing if there is any change to the information supplied. 3. You warrant that you will comply with your obligations set out in these Terms, including without limitation in clause 3. 4. Except as provided in these Terms, no further warranty, condition, undertaking or term, express or implied, statutory or otherwise as to the condition, quality, performance or fitness for purpose of the Services provided in accordance with these Terms is given by us, other than as required by law. All implied warranties are hereby excluded. 5. Except as provided in these Terms, we make no warranty, condition, undertaking or term, express or implied, statutory or otherwise as to the condition, quality, performance or fitness for purpose of your Artists’ Services, other than as required by law. All implied warranties are hereby excluded. 6. Nothing contained in these Terms excludes, restricts or modifies the application of any condition, warranty or other obligation, the exercise of any right or remedy, or the imposition of any liability under the Competition and Consumer Act 2010 (Cth) or any other national, state or territory legislation where to do so is unlawful. 11. Liability 1. To the extent permitted by law, we will not be liable for any loss, expenses, liabilities, costs or damage caused by viruses, system failures or other technologically harmful material that may infect your computer equipment, programs, data or other material due to your use of any part of the Platform or downloading of any material posted on it or on any website linked to it. We recommend Clients ensure they have up-to-date virus checking software installed. 2. To the extent permitted by law, we are not responsible for dealing with, and not liable for, any disputes or complaints made by you in relation to your use of our Services and your provision of your Artists’ Services, including without limitation anything stemming from your negligence, communications with Clients, the actual delivery of the Artists’ Services (and any relevant goods or physical products, and dispute or complaint regarding the completion of the Artists Services, or any refunds or payment. You should address such complaints directly with the Artist. 3. You agree that we will not be liable for any indirect, consequential, special or exemplary losses, expenses or liabilities, or loss of profits, loss of revenue, economic loss, loss of goodwill, corruption or alteration of data, failure to realise anticipated savings, loss of opportunity, expectation loss or loss of production, arising out of, or in connection with, the provision or use of the Services, the Marketplace, the Platform or these Terms. 4. You agree that we will not be liable for any indirect, consequential, special or exemplary losses, expenses or liabilities, or loss of profits, loss of revenue, economic loss, loss of goodwill, corruption or alteration of data, failure to realise anticipated savings, loss of opportunity, expectation loss or loss of production whatsoever, arising out of Artists’ Services, or your delivery of the Artists’ Services, including without limitation where such losses arise due to your negligence, or the negligence of any sub-contractors you have engaged. 5. You agree that, in any event, our maximum aggregate liability to you under these Terms will be no more than AUD $100. 6. You acknowledge and agree the limitations of liability contained in this clause are a fair and reasonable allocation of the commercial risk between the parties. 7. This clause 10 survives termination or expiry of these Terms. 12. Indemnity 1. To the fullest extent permitted by law, you agree that you waive, release, discharge and relinquish any and all claims that you have now or may have against us which are connected with, arise out of, relate to or are incidental to the provision of the Platform and your use of the Services. 2. You indemnify us, and hold us harmless, from and against any and all claims, loss, damage, taxes, liabilities and/or expenses that may be incurred by us arising out of, or in connection with, your use of the Platform, the Services and any breach by you of these Terms. 3. You agree and acknowledge that we will not be liable or responsible for any loss or damage suffered by any other Artist(s) or Client(s) due to your actions, and you indemnify us from and against any and all claims by any such parties in relation to your actions. 4. This clause 11 survives termination or expiry of these Terms. 13. Intellectual Property 1. We agree and acknowledge that you, as an Artist, continue to own any of your Intellectual Property Rights and moral rights that arise in your provision of Artists’ Services to Clients you are connected with through the Services. 2. You may assign licence or assign your Intellectual Property Rights arising in connection with your Artists’ Services, Platform or these Terms to any Client(s) or other entities as you see fit, but you acknowledge and accept that the value of any such assignment or licence will be subject to clauses 5 and 6 of these Terms. To be clear, this means that we are entitled to our standard commission of 20% in respect of any such assignments or licences. 3. You hereby grant, and you represent and warrant that you have the right to grant, to Book An Artist an irrevocable, nonexclusive, royalty-free and fully paid, worldwide license for all the duration of the intellectual property rights to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use your User Content, and to grant sublicenses of the foregoing, solely for the purposes of including your User Content in the Site and Services and making it available on third party platforms via Partner Integrations; and for general marketing purposes of Book An Artist. You agree to irrevocably waive (and cause to be waived) any claims and assertions of moral rights or attribution with respect to your User Content. 4. You agree and acknowledge that the licence set out in clause 12.3 shall continue in force even if your Intellectual Property Rights arising out of the delivery of Artists’ Services are assigned to a Client in accordance with clause 12.2 and these Terms. 5. You may not modify or copy the layout or appearance of the Services or any computer software or code contained in the Services, nor may you decompile or disassemble, reverse engineer or otherwise attempt to discover or access any source code related to the Services. 6. You may access and use the Marketplace, Platform or Services for your personal and non-commercial use only. You must not in any form or by any means reproduce, modify, distribute, store, transmit, publish, use or display the Services, Marketplace or Platform on another website or commercialise any information obtained from any part of the Services, Marketplace or Platform without our prior written consent. 7. By uploading, posting, transmitting or otherwise making available any Material via the Services, Marketplace or Platform, you: 1. grant to us a non-exclusive, worldwide, royalty-free, perpetual, irrevocable licence to use, publish, reproduce and otherwise exploit the Material in any form for any purpose and unconditionally waive any moral rights that you might have in respect of the Material; and 2. represent and warrant that you either own the Intellectual Property Rights in that Material or have the necessary permission to upload, post, transmit or otherwise make available that Material via the Services, Marketplace or Platform. 8. This clause 12 survives termination or expiry of these Term. 14. Unavoidable Events 1. We will not be liable to you if we are prevented from, or delayed in, providing the Services due to acts, events, omissions or accidents beyond our reasonable control (“ **Unavoidable Events**”). Where an Unavoidable Event occurs, we will attempt to recommence provision of the Services as soon as reasonably practicable. 15. Dispute resolution 1. If you have a complaint about the performance of these Terms or the Services, you will: 1. if the complaint relates to your interactions with a Client, including in the delivery of Artists’ Services (but not Extra Costs disputed in accordance clause 5.3), contact the relevant Client about the complaint through the Platform; or 2. for any other complaints, including without limitation disputes over Extra Costs set out in clause 5.3), contact us at gaurav@bookanartist.co in the first instance and allow us reasonable time to consider your complaint, determine a solution in our sole and absolute discretion, and notify you of the solution. 2. This clause 14 survives the expiry or termination of these Terms. 16. Linking to the Platform 1. You may link to the Platform, provided that you do so in a way that is fair and legal and does not damage, or take advantage of, our reputation. You must not establish a link in a way that suggests any form of association, approval or endorsement by us where none exists. 2. You must not establish a link to the Platform from any website that is not owned by you (except with the website owner’s express permission). 3. The Platform must not be framed on any other website. 4. We reserve the right to withdraw linking permission under this clause 15 by updating these Terms on the Platform. 17. Privacy 1. We are committed to protecting your privacy and personal information. Further details about our practices relating to the collection, use, disclosure and storage of your personal information can be found in our Privacy Policy. 18. No Off-Platform Activity 1. You acknowledge and agree that a substantial portion of the compensation Book An Artist receives for making the Site available to you is collected through the commission amount. Book An Artist only receives this amount when a client and an artist pay and receive payment through the Site. Therefore, for 36 months from the time you identify or are identified by any party through the Site, you must use the Site as your exclusive method to request, make, and receive all payments for work directly or indirectly with that party or arising out of your relationship with that party. 2. If you breach this obligation with respect to each client-artist relationship during the 36 month period, you agree that the one or both of the client or the artist shall pay Book An Artist for each such off-platform relationship by paying an “Off-Platform Activity Penalty” totaling $5,000 USD/GBP/other currency per off-platform relationship in addition to the commission owed on the project. If Book An Artist find a conclusive proof of Off-Platform Activity and payment of project outside the platform, your card will be charged with the above amount. To pay the Off-Platform Activity Penalty pre-emptively, you must request instructions by contacting Book An Artist using Book An Artist's support. Except if you pay the Off-Platform Activity Penalty, you agree not to circumvent the Payment Terms offered by the Site. 19. Additional Terms for AI Enhancements 1. Data Collection and Processing: - We collect and process data to enhance user experience through AI-driven features, including user interactions, conversations, preferences, and feedback to improve AI algorithms. Book An Artist will not be using any artwork images to create any new artwork. The data will solely be used for improving user experience. 2. AI-Powered Recommendations: - Our AI systems provide personalized recommendations for artists and services based on user data. 3. User Consent: - By using our services, users consent to the use of their data for AI enhancements. 4. Data Privacy: - All data processed by AI systems will comply with their privacy policy and relevant data protection regulations. 5. Accuracy: - Outputs may contain inaccuracies. Do not rely solely on them without independent verification. Book An Artist makes no warranties regarding the accuracy of Outputs. 6. Processing by Third-Party Providers: - The third-party provider acts as a sub-processor of data submitted for the AI Enhancement. 20. General 1. Any provision of these Terms that is found to be void or unenforceable will, to the extent that it is void or unenforceable, be severed from these Terms without affecting the enforceability or validity of any other provisions. 2. A party’s failure or delay to exercise a power or right does not operate as a waiver of that power or right. The exercise of a power or right does not preclude its future exercise or the exercise of any other power or right. 3. These Terms are governed by the laws of Victoria, Australia. The parties unconditionally submit to the exclusive jurisdiction of the courts exercising jurisdiction there. 21. Definitions 1. In these Terms, the following expressions have the following meanings, unless otherwise stated: - “ **Artist**” means any person or entity who lists their Artists’ Services on the Marketplace; - “ **Artists’ Services**” means any services, goods or products that are listed on the Marketplace by Artists, and are purchasable by Clients. - “ **Book An Artist Blog**” means the blog made available through the Platform. - “ **Client**” means any person or entity using the Services, whether they are a listing artist, Purchaser or a person who browses, visits or otherwise uses the Platform, the Marketplace or the Services. - “ **Deposit**” means a deposit of up to 50% of the final invoice price of the Artists’ Services, or as otherwise set by us from time to time, paid by a Purchaser to BAA in accordance with these Terms. - “ **Due Date**” means the date agreed between a Client and Artist as the deadline for an Artist to have completed providing the Artists’ Services that have been Purchased. - “ **Extra Costs**” means any incidental or ancillary costs that are incurred by you as an Artist in the provisions of Artists’ Services, as set out or reasonably implied by the relevant quote. - “ **Intellectual Property Rights**” means all present and future intellectual and industrial property rights throughout the world of whatever nature (whether or not registered or registrable), including, but not limited to, all rights in respect of technical information, know-how, copyright, trade marks, designs, patents, domain names, business names, logos, drawings, trade secrets, the right to have confidential information kept confidential or other proprietary rights, or any rights to registration of such rights; - “ **Marketplace**” means the online portal located on or via the Platform through which Artists’ Services, or any relevant goods or products, can be negotiated or Purchased; - “ **Material**” means any information, data, source codes, drawings, content, text or images in any form (whether visible or not), audio recordings, video recordings, lists, sound, video, links, layout, look and feel, control features and interfaces contained on the Platform, or otherwise displayed, uploaded or published on, or via, the Platform; - “ **Payment Processing Services**” means any services that we provide pursuant to these Terms which are to be used to process payments in relation to purchases on the Marketplace; - “ **Privacy Policy**” means our privacy policy, available at: [https://bookanartist.co/privacy.html;](https://bookanartist.co/privacy) - “ **Platform**” means the platform currently hosted on the website located at [http://bookanartist.co](http://bookanartist.co/), or any other website, platform, or application nominated by us from time to time, and any associated services, software, networks or processes. - “ **PRO Services**” means our premium service where we match you directly with Clients looking to undertake a specific project, as further set out on the Platform. - “ **Purchase**” means a purchase of Artists’ Services, including any goods or products, in respect of which a Client has approved an Artists’ quote and paid the appropriate Deposit. - “ **Purchaser**” means any person or entity that Purchases Artists’ Services on the Marketplace; - “ **Registration Data**” means information provided by you to us for the purposes of your registration to access certain sections of the Platform including, but not limited to, your name, date of birth, gender and contact details; - “ **Services**” refers to making the Marketplace available, facilitating the negotiation, booking and payment of Artists’ Services (or any goods or products) by Clients, and any associated services we provide pursuant to these Terms, including without limitation the PRO Services; and - “ **Terms**” means these Artist Terms and all of the terms of any opportunity, commission or sale you are connected with through the Platform, or by virtue of the Platform/our Services. 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