TERMS OF SERVICE

Last Updated: [07/16/2021]

 

THESE TOS CONTAIN AN ARBITRATION PROVISION AND CLASS ACTION WAIVER WHICH LIMIT YOUR RIGHT TO HAVE A DISPUTE HEARD IN COURT. PLEASE READ THESE TOS AND THE ARBITRATION PROVISION AND CLASS ACTION WAIVER CAREFULLY.

Welcome to D|+ Sign KelCHer! The D|+ Sign KelCHer, LLC. (together with Our affiliates, “D|+ Sign KelCHer”, “We”, “Us”, or “Our”) provides access to a marketplace for sales of luxury resale items and art online and via brick and mortar locations. These Terms of Service (these “T.O.S.” or “TOS”) govern Your access to and use as an end user (“User”, “You” or “Your”) of Our website (available at https://www.dsignkelcher.com/), any other websites that link to these “T.O.S.,” and any associated features, functionalities, user interfaces, downloads, mobile applications, Content (as defined below) and other online services that We operate or control (collectively, the “Service”). 

BY CREATING AN ACCOUNT, ACCESSING OR USING THE SERVICE, OR OTHERWISE INDICATING YOUR ASSENT TO THESE “T.O.S.,” YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND, AND AGREE TO BE BOUND BY, THESE “T.O.S." AND HAVE THE LEGAL AUTHORITY TO ENTER INTO THESE “T.O.S.” (ON BEHALF OF YOURSELF OR THE ENTITY YOU REPRESENT). IF YOU DO NOT AGREE TO BE BOUND BY THESE “T.O.S.", OUR PRIVACY POLICY, AND ANY ADDITIONAL TERMS THAT APPLY YOU MAY NOT USE OR ACCESS THE SERVICE IN ANY WAY.

These “T.O.S.” incorporate Our Privacy Policy (available at ) (“Privacy Policy”). In addition, consumer consignors (or sellers) are subject to the Consignment/Sales Agreement governing consumer consignment or sale of items on the Service (available at https://www.dsignkelcher.com/consignor-terms) and the sale of art is subject to the “Fine Art Conditions of Sale” set out separately below  (collectively, “Additional Terms”). 

  1. ELIGIBILITY

In order to use the Service, You must be 18 years or older. If You are under the age of 18, You are prohibited from accessing or using the Service. You may not have more than one active Account (defined below). Additionally, You are prohibited from selling, trading, or otherwise transferring Your Account to another party. If You do not meet the foregoing eligibility requirements, You may not use the Service. You are not permitted to access the Service if Your Account has been suspended or removed by Us for any reason. 

  1. PRIVACY

By accessing or using the Service, You acknowledge and accept Our Privacy Policy (available at http://www.dsignkelcher.com/privacy), which discloses how We collect, use, and share information about You. 

  1. CONTENT LICENSE; OWNERSHIP

    (a) License

The Service contains a variety of: (a) materials and other items relating to Us and Our products and services, and similar items from Our licensors and other third parties, including digital content, products, services, and materials that may be developed or otherwise made available from time to time for You to view, purchase, or download, all layout, information, articles, reports, posts, text, data, files, images, scripts, designs, graphics, descriptions, button icons, instructions, illustrations, photographs, audio clips, music, sounds, pictures, videos, advertising copy, URLs, technology, software, interactive features, the “look and feel” of the Service, and the compilation, assembly, and arrangement of the materials of the Service and any and all copyrightable material; (b) trademarks, logos, trade names, trade dress, service marks, and trade identities of various parties, including Us (collectively, “Marks”); and (c) other forms of intellectual property (all of the foregoing, collectively, “Content”). 

(b) Limited License 

Content is licensed, not sold, to You by Us. Subject to Your strict compliance with these TOS and any Additional Terms, We hereby grant to You a limited, non-exclusive, revocable, non-assignable, non-sublicensable, personal, non-transferable license to view, download (in temporary storage only), and display the Content (excluding source and object code in raw form or otherwise, other than as made available to access and use to enable display and functionality) on supported devices for Your personal use or internal business purposes solely through the Service (the “Limited License”). The Limited License will remain in effect until and unless We or You terminate the license. 

(c) Ownership

All right, title, and interest in and to the Service is Our property or Our licensors or certain third parties’ property, all of which is protected by U.S. and international intellectual property laws. Except as explicitly stated in these TOS, We, Our licensors and such other third parties reserve all rights in and to the Service. 

 

  1. YOUR ACCOUNT

(a) Account Security

In order to access the Service, You may need to sign-up or otherwise create an account with the Service (an “Account”), for yourself or on behalf of a company, organization, entity, or brand (a “Company”) or use Your or Your Company’s credentials (e.g., username and password) if provided from a third-party social media or other platform (e.g., Google, Facebook, etc.). You represent, warrant and covenant that all information You provide in connection with creating, accessing and using Your Account is accurate, current and complete. You will promptly update such information if it changes at any point. If You provide any information that is or becomes (or if We have reasonable grounds to suspect that such information is) false, inaccurate, outdated or incomplete, or violates these TOS, the Privacy Policy, Additional Terms, or any applicable law, We may suspend or terminate Your Account and refuse any and all current or future use of the Service (or any portion thereof). You are solely responsible for maintaining the confidentiality of Your Account credentials. You accept sole responsibility for all activities that occur under Your Account, username or password– whether or not You authorized the activity – and You will not sell, transfer, or assign Your Account or any Account rights to any third party. Because of this, We strongly recommend that You exit from Your Account at the end of each session. You must notify Us immediately of any unauthorized use of Your Account or any other breach of security. We will not be liable for any loss or damage (of any kind and under any legal theory) to You or any third party arising from Your inability or failure for any reason to comply with Your responsibilities in this Section. 

(b) Account Authorization 

If You register an Account on behalf of a Company, the terms “You” and “Your,” as used throughout these TOS apply to both You and the Company. You represent and warrant that You are authorized to grant all permissions and licenses provided in these TOS (and any Additional Terms) and to bind the Company to these TOS (and any Additional Terms). 

(c) Account Preferences 

We may offer You the ability to set preferences relating to Your Account or Service activities, but settings may not become effective immediately or be error free, and options may change from time to time. 

 

  1. USER-SUBMITTED POSTINGS

(a) General 

The Service may provide You with the ability to create, post, upload, display, publish, transmit, broadcast, share, or otherwise make available content, including messages, text, illustrations, files, images, graphics, photographs, ratings, reviews, questions, products, listings, descriptions and images of goods or services, resources or other information or materials (together, “Postings”). We are under no obligation to screen, edit or monitor any Postings and assume no responsibility or liability relating to any such Postings. However, We may delete or remove Postings, with or without notice, at any time and for any reason. 

(b) Restrictions 

You acknowledge that You are responsible for any Postings You may submit through the Service, including the legality, reliability, appropriateness, originality and copyright of any such Postings. Each time You submit a Posting, You represent and warrant that You are not submitting any Posting that:

1. is confidential, proprietary, invasive of privacy or publicity rights, infringing on intellectual property rights, misleading, non-compliant advertising, unlawful, harmful, threatening, false, fraudulent, libelous, defamatory, obscene, vulgar, profane, abusive, harassing, hateful, racially, ethnically or otherwise objectionable, including, but not limited to any content that encourages conduct that would constitute a criminal offense, violates the rights of any party or otherwise gives rise to civil liability or otherwise violates any applicable U.S. or foreign laws;

2. may contain software viruses or malware, corrupted data or other harmful, disruptive or destructive files or content;

3. contains or depicts any statements, remarks or claims that do not reflect Your honest views and experiences or is designed to impersonate others or misrepresent Your affiliation with any person or entity;

4. contains personal information (such as messages that include phone numbers, Social Security numbers, payment card numbers, account numbers, addresses or employer references), except where We expressly ask You to provide such information or contains private or personal information of a third party without such third party’s consent;

5. contains messages by any of Our employees (that are not official spokespersons for Us) purporting to speak on behalf of Us or containing confidential information or expressing opinions concerning Us or the Service;

6. contains multiple messages placed within individual folders by the same User restating the same point;

7. contains chain letters of any kind, any unsolicited promotions, political campaigning, advertising or solicitations or other commercial content;

8. in Our sole judgment, is objectionable or that restricts or inhibits any other person from using or enjoying the Service, or that may expose Us or others to any harm or liability of any type;

9. contains identical (or substantially similar) messages to multiple recipients advertising any product or service, expressing a political or other similar message, or any other type of unsolicited commercial message; this prohibition includes but is not limited to

 

(i) using the invitation functionality that may be available on the Service to send messages to people who do not know You or who are unlikely to recognize You as a known contact; (ii) using the Service to connect to people who do not know You and then sending unsolicited promotional messages to those direct connections without their permission; or (iii) sending messages to distribution lists, newsgroup aliases or group aliases

10. violates these TOS, the Privacy Policy or any Additional Terms.


(c) Postings License 

You hereby grant Us a perpetual, irrevocable, worldwide, royalty-free, transferable, non-exclusive, unrestricted, unconditional, royalty-free, fully-paid license to use, copy, reproduce, distribute, publicly display, modify, adapt, publish, translate, sell, resell, sublicense (through multiple tiers), create derivative works from, and otherwise use and exploit all or any portion of Your Postings (and derivative works thereof) for any lawful purpose. Except as prohibited by law, You hereby waive, and You agree to waive, any moral rights (including attribution and integrity) that You may have in any Postings, even if it is altered or changed in a manner not agreeable to You. To the extent not waivable, You irrevocably agree not to exercise such rights (if any) in a manner that interferes with any exercise of the granted rights. 

(d) Publicity License 

To the extent necessary, when You appear in or contribute Postings, You also grant Us the unrestricted, worldwide, royalty-free, perpetual right and license to use Your name, image, likeness, and voice. This means, among other things, that You will not be entitled to any compensation from Us if Your name, image, likeness, or voice is conveyed on or through the Service.

(e) Non-Confidentiality 

When You submit Postings on or through the Service, You understand that Your Postings and any associated information (such as Your username or photos) may be visible to other Users. Consequently, (a) Your Postings will be treated as non-confidential – regardless of whether You mark them “confidential,” “proprietary,” or the like – and will not be returned, and (b) We do not assume any obligation of any kind to You or any third party with respect to Your Postings. 

 

  1. PROHIBITED CONDUCT

You are solely responsible for Your conduct while accessing or using the Service and in addition to the “Restrictions” in Section 5(b)above as well as Our KelCHer+AL Respect Guidelines (available on our website and which We may modify or amend from time to time).

 You will not:

1. sell, rent, lease, distribute, broadcast, publicly perform, publicly display, sublicense, or otherwise assign any rights to the Service or any portion of it to any third party;​