INTRODUCTION
Ria Bid is a fundraising online marketplace oriented towards buying and selling Georgian art that allows users to offer, sell and buy original works of art. The actual contract for sale is directly between the seller and buyer. The Foundation is not a party to the transaction, unless it is specifically indicated in the listing that the Foundation acts as a seller.
Ria Bid features Georgia’s famous art salons, private collections, artists, sellers - all in one place. Served as a protection racket of RIA KEBURIA FOUNDATION NNLE, the online platform collects funds for the following reasons:
- establishing newer wider residency programs;
- covering production costs of future works of art;
- development of the academic programs, workshops, exchange programs;
- setting up COVID 19 grant for artist support in the time of the ongoing pandemic.
Any guidance the Foundation provides as part of the Services, such as pricing, shipping, listing, and sourcing is solely informational and you may decide to follow it or not. Additionally, while the Foundation may help facilitate the resolution of disputes through negotiations, the Foundation has no control over and does not guarantee: the existence, quality, safety, or legality of items listed on the Website; the truth or accuracy of users' content or listings; the ability of sellers to sell items; the ability of buyers to pay for items; or that a buyer or seller will actually complete a transaction or return an item.
PLEASE NOTE THAT YOUR USE OF AND ACCESS TO THE SERVICES ARE SUBJECT TO THE FOLLOWING AGREEMENT; IF YOU DO NOT AGREE TO ALL OF THE FOLLOWING, YOU MAY NOT USE OR ACCESS THE SERVICES IN ANY MANNER.
TERMS & CONDITIONS
The Terms & Conditions (hereinafter the “Agreement”) is a set of rules governing the legal relationship between the Foundation and the User, with the purpose of defining the terms of service provided by the Foundation to the User and other matters relevant to such legal relationship.
Unless otherwise indicated in the Agreement or otherwise provided in its context, the following definitions shall have the following meaning:
1.1. Foundation- Ria Keburia Foundation NNLE, a Non-Entrepreneurial (Non-Commercial) Legal Entity incorporated and existing under Georgian Law, Identification Number: 427737666; Legal Address: Georgia, Gurjaani region, Village Kachreti, Sangali;
1.2. User– Person (including Buyer, Seller, Artist and Gallery) who accesses, visits and/or uses the Service and person, entity, or digital engine of any kind that harvests, crawls, indexes, scrapes, spiders, or mines digital content by an automated or manual process or otherwise. "User" also includes administrator, executor, successor and assign of such Person;
1.3. Website– official website of Ria Bid - www.riabid.ge;
1.4. Artist –any Person that is an artist, designer or other maker of art registered or to be registered on the Website;
1.5. Buyer– any Person that accesses, visits and/or uses the Service in order to purchase the item listed on the Website;
1.6. Seller- any Person that accesses, visits and/or uses the Service in order to sell the item(s) on the Website;
1.7. Gallery– an legal entity that buys, sells, authenticates and displays works of art;
1.8. Content- any and all images, text, information, data, audio, video, graphics, computer code, software, and other material provided on or through the Services. Content includes both Foundation Content and User Content;
1.9. Foundation Content- any and all Content that the Foundation provides on or through the Services, including Content licensed from a third party, but excluding User Content;
1.10. User Content- any and all Content that the User submits, posts, publishes or otherwise provides on or through the Services;
1.11. Foundation Parties-
1.12. Representations and warranties- Representations and warranties of the parties referred to in Article - of the Agreement;
1.13. Regulation- Any regulation, rule, official directive, request or guideline (whether or not having the force of law) of any governmental, intergovernmental or supranational body, agency, department or regulatory, self-regulatory or other Authority or organization;
1.14. Confidential information– Any information provided by the Party in any form to the other party or/and any of its employees, on any basis and ground. Such information may be presented in various forms, in a material as well as in an electronic or oral form. Confidential information includes the fact of entering into this Agreement, its term, and the content;
1.15. Third person– Any person other than Foundation and User;
1.16. Services– any services and products provided by the Foundation through the Website, including but not limited to providing an online marketplace where Users may browse, buy, bid on, list, market, offer for sale, authenticate and sell work of art. The Services also include features that enable Users to contact and communicate with the Foundation or other Users about the property listed on the Services or otherwise;
1.17. Person- any natural person, legal entity, or/and other organizational unit provided for by the legislation of Georgia or other country, which is not a legal entity;
1.18. Working day- a day except Saturday, Sunday or any other day determined by the legislation;
1.19. Agreement– (a) this Agreement and (b) its Annexes (if any) that has been/will be concluded in the future between the parties to this Agreement, including periodical changes and additions to such documents.
2.1. By registering on the Website,purchasing an item listed on the Websiteor/and listing an item on the Website for a sale, the User engages in the Service and agrees to be bound by the Agreement. In particular: (a) the User, as a Seller, has the opportunity to dispose his/her proprietary items through the Website; (b) the User, as a Buyer, is given the opportunity to purchase items placed on the Website for sale by another user; (c) the User, as an Artist has the opportunity to register on the Website to participate in creation of a database of artists and display his/her works of art on the Website; (d) the User, as a Gallery has the opportunity to act as a Seller, thus, to have an opportunity to dispose proprietary items through the Website.
2.2. The User is responsible for providing all equipment (such as computers or mobile devices), Internet and telecommunication service necessary to use the Services and/or to communicate with the Foundation, at his/her/its own cost. The User is responsible for all of the expenses in connection with this Agreement and use of the Services as a Seller, Buyer, Artist or Gallery.
2.3. In connection with using or accessing the Services, the User agrees to comply with the Agreement and all applicable regulations. The User shall not:
2.3.1. post, list or upload Content or items in inappropriate categories or areas on the Website;
2.3.2. breach or circumvent any regulation, third-party rights;
2.3.3. use the Services if he/she/it is not able to form legally binding contracts, or is a person with whom transactions are prohibited under economic or trade sanctions;
2.3.4. fail to pay for items purchased by the Buyer, unless there is a valid reason;
2.3.5. fail to deliver items sold by the Seller, unless there is a valid reason;
2.3.6. post false, inaccurate, misleading, deceptive, defamatory, or libelous User Content;
2.3.7. transfer the account and user ID to another party without prior consent of the Foundation;
2.3.8. infringe the copyright, trademark, patent, publicity, moral, database, and/or other intellectual property rights (collectively, "Intellectual Property Rights") that belong to or are licensed to the Foundation. Some, but not all, actions that may constitute infringement are reproducing, performing, displaying, distributing, copying, reverse engineering, decompiling, disassembling, or preparing derivative works from Foundation Content or the content that belongs to someone else;
2.3.9. infringe any Intellectual Property Rights that belong to third parties affected by his/her/its use of the Service or post Content that does not belong to him/her/it;
2.3.10. harvest or otherwise collect information about users without their consent.
2.4. If the Foundation considers that the User is abusing the Website and/or the Services in any way, the Foundation is entitled to, in its sole discretion and without limiting other remedies, limit, suspend, or terminate the User's account(s) and access to the Services, delay or remove hosted User Content, remove any special status associated with the User's account(s), remove, not display, and/or demote listings, reduce or eliminate any discounts, and take technical and/or legal steps to prevent the User from using the Services.
2.5. The Foundation is entitled to cancel unconfirmed accounts or accounts that have been inactive for a substantial period of time.
2.6. The Foundation reserves the right to refuse, modify, or terminate all or part of the Services to anyone for any reason at its discretion.
3.1. Unless agreed otherwise in writing, all items will be listed, marketed, offered, and sold under the Seller’s name. Seller agrees that the Foundation may use Seller’s name in connection with the listing, marketing, offer, and sale of any and all items by the Seller on and in connection with the Services, and to inform others of the sellers that use the Services.
3.2. When listing an item for sale on the Website, the User agrees that:
a. the User assumes full responsibility for the item offered and the accuracy and content of the listing;
b. the listing may not be immediately searchable by keyword or category for several hours. The Foundation can't guarantee exact listing duration;
c. The User content complies with this Agreement and Regulation;
d. User Content that violates any of the provisions of this Agreement or/and Regulation may be modified, obfuscated or deleted at the Foundations sole discretion;
e. The Foundation may revise item data associated with listings to supplement, remove, or correct information.
3.3. Information in any listing, condition, or other reports, commentary or valuation, is not a representation of fact but rather a statement of belief held by the Foundation based solely upon information provided thereto by the User.
3.4. The Foundation disclaims that Illustrations of the listed item are for identification purposes only and cannot be used as precise indications of size or to convey full information as to the actual condition of the item. Upon request, additional condition reports may be furnished by Seller to Buyer at his/her/its own cost and expense.
3.5. The User warrants and guarantees that he/she/it will not sell and will promptly remove all listings for any item recalled by a manufacturer or governmental agency if the sale of the product is prohibited by law or regulation or the product poses a health or safety hazard as specified by any governmental agency. The Foundation has no responsibility or liability for the safety or performance of any product that the User lists or sells through the Services, including any product that is subject to a recall. The User is solely responsible for any non-conformity or defect in, or compliance with any public or private recall of any product the User lists or sells through the Services.
4.1. The Foundation encourages the lawful sale of art on its Website.
4.2. By registering on the Website, the User undertakes the obligation to abide by the guidelines set forth in this Article of the Agreement. If the User fails to do so, the item may be removed, and the User may be subject to restrictions of buying and selling privileges, also suspension of his/her/its account.
4.3. The following guidelines are considered "general trade practice" within the art community, therefore, the Seller is encouraged to abide by these guidelines when selling works of art on the website:
4.4. The Seller is allowed to:
4.4.1. Sell his/her own original work of art;
4.4.2. Sell the original work of art that he/she is authorized to resell.
4.5. The Seller is not allowed to:
4.5.1. Knowingly sell, exhibit, trade, produce, or advertise any unauthorized copy or reproduction of any work of art;
4.5.2. Disclaim the knowledge of, or responsibility for, the authenticity or legality of an item that the Seller describes as genuine;
4.5.3. Describe or market any item as genuine if the Seller cannot provide reasonable evidence to prove its authenticity;
4.5.4. Knowingly participate in any way in the advertisement or sale of any work of art using any deceptive practices, including, but not limited to, false or misleading claims of the item's scarcity, value, provenance, condition or investment potential;
4.6. The Seller may include the artist's name in the title of the listing only when listing a work by the artist him/herself. It is prohibited to include the artist's name when listing a work done "in the style of" an artist.
4.7. If any alterations, conservation, or repairs have been performed on the work of art, the Seller is obligated to disclose this information in a clear and prominent manner within the item description.
4.8. When selling art on the Website, the Seller shall abide by all laws relating to the sales of works of art and assist in the prosecution of violators of the law in this respect.
4.9. The Website may include features and settings that enable Sellers to provide information with respect to artists, designers or other makers that created item listed or offered for sale by the Seller. The Seller agrees that all provided information with respect to each artists, designers or other makers will be true and accurate, that will not misrepresent his/her/its affiliation or relationship on or in connection with the Services, and that all such information and settings on the Services will update as necessary to keep them accurate and current. In addition to any information, the Seller may provide about artists, designers or other makers, the Foundation reserves the right to publish the information that are created and edited by the Foundation at its sole discretion.
4.10. Prior to posting the listing of the Seller on the Website, the Seller may be requested to ship the work of art to the Foundation for authentication purposes.
4.11. The Seller acknowledges and agrees that The Foundation's authentication process is in-house and independent. Works of art listed by the Galleries on the Website are not involved in the authentication process of the Foundation. None of the Artists, artworks of which is sold by the Seller (other then himself/herself) assumes any responsibility for any items purchased from or through the Website. Unless stated otherwise, the works of art sold on the Website are not partnered or affiliated with the Foundation in any manner.
4.12. The knowledge of the Foundation in relation to each work of art is partially dependent on information provided to us by the authenticator, and the Foundation is not able to and does not carry out exhaustive due diligence on each work of art. The Foundation shall exercise reasonable care when making express statements in descriptions or condition reports "as is" and in light of (i) the information provided to us by the authenticator, (ii) scholarship and technical knowledge and (iii) the generally accepted opinions of relevant experts, in each case at the time any such express statement is made.
4.13. All representations or statements made by the Foundation as to the authorship, origin, date, age, size, medium, attribution, genuineness, provenance, condition or estimated selling price of any work of art, is a statement of opinion only. All photographic representations and other illustrations presented online or elsewhere are solely for guidance and are not to be relied upon in terms of tone or color or necessarily to reveal any imperfections in the work of art. Many works are of an age or nature that precludes their being in pristine condition and some make reference to damage and/or restoration. Such information is given for guidance only and the absence of such a reference does not imply that a work is free from defects nor does any reference to particular defects imply the absence of others.
5.1. On occasion, the Foundation itself may sell items through the Website. If the Foundation are the seller of an item, the Foundation will expressly identify the Foundation as the seller on the Website and when performing a transaction with the User, and with respect to that item, the Foundation will be considered the seller under this Agreement. In all other cases, whether an auction, online purchase or otherwise, the Foundation is not the Seller and will have none of the Seller’s obligations or liability, whether under the Agreement or otherwise.
6.1. When buying an item on the Website, the Buyer agrees that:
a. the Buyer is responsible for reading the full item listing before committing to buy;
b. the Buyer enters into a legally binding contract to purchase an item when the Buyer commits to buy an item, the Buyer offers for an item is accepted;
c. the Foundation is not responsible for transferring the legal ownership of items from the Seller to Buyer.
7.1. The User grants the Foundation a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise any and all Intellectual Property Rights the User has in User Content in connection with the Foundation's provision, expansion, and promotion of the Services, in any media known now or developed in the future. To the fullest extent permitted under applicable law, the User waives his/her/its right to enforce the Intellectual Property Rights in User Content against the Foundation, its assignees, its sublicensees, and their assignees in connection with the Foundation's, those assignees', and those sublicensees' use of User Content in connection with the Foundation's provision, expansion, and promotion of the Services.
7.2. The User represents and warrants that, for all User Content the User provides, the User owns or otherwise controls all necessary rights to do so and to meet his/her/its obligations under the Agreement. The User represents and warrants that such content is accurate. The User represents and warrants that the use of any User Content (including derivative works) by the Foundation, its users, or others in contract with the Foundation, and in compliance with the Agreement, does not and will not infringe any Intellectual Property Rights of any third party. the Foundation takes no responsibility and assumes no liability for any User Content or the content provided by any third party.
7.3. The Foundation offers product data (including images, descriptions and specifications) that are provided by third parties (including the Website users). The User may use that content solely in his/her/its listings. The Foundation may modify or revoke that permission at any time in its sole discretion. The product data includes copyrighted, trademarked and other proprietary materials. The User agrees not to remove any copyright, proprietary, or identification markings in the product data and not to create any derivative works based on that data (other than by including the data in his/her/its listings).
7.4. The Foundation, to its best ability, offers reliable item data, but does not guarantee that Foundation Content will always be available, accurate, complete, and up-to-date. The User agrees that eBay is not responsible for examining or warranting the listings or content provided by third parties through the Services, and that the User will not attempt to hold the Foundation or its data providers liable for inaccuracies.
7.5. The name "Ria Bid" and other marks, logos, designs, and phrases that the Foundation uses in connection with the Services are trademarks, service marks, or trade dress of the Foundation in Georgia and other countries. They may not be used without the express written prior permission of the Foundation.
8.1. When listing an item on the Website, the Seller is required to indicate the price of the item (hereinafter “Seller’s Price”). The Website automatically adds the Foundation's commission in the amount of 15% (fifteen percent) to the price indicated by the Seller, which represents the commission fee for the Services (hereinafter “Commission Fee”). Additionally, the fee for shipping the item will be calculated and automatically added by the Website in accordance with the shipping rates of the particular carrier (hereinafter “Shipping Fee”). The Website will display the final value of the item – Seller’s Price plus Commission Fee plus Shipping Fee (hereinafter “Final Value Fee”).
8.2. Proceeds from the Commission Fee is transferred to the Foundation for charity purposes.
8.3. The Foundation shall transfer the proceeds from the Seller’s sold items on the bank account indicated by the Seller in the registration application, within 1-3 working days after receiving the said proceeds.
8.4. All payments described above shall be made through bank transfer and are gross from Georgian Taxes. The Foundation is not responsibile to pay relevant taxes on behalf of the User.
9.1. The Seller is responsible for shipping the sold work of art to the Foundation and the Foundation, unless agreed otherwise, is responsible for shipping the purchased work of art to the Buyer.
9.2. The Buyer is responsible for all shipping costs and fees excluding as defined in Article 9.6. of the Agreement. The Foundation will, at the Buyer's expense, either provide packing, handling, insurance or/and shipping services or coordinate with shipping agents instructed by the Buyer in order to facilitate such services for item purchased from the Website.
9.3. All of the works of art purchased from the Website shall be packaged securely in appropriate packaging. The packaging can vary depending on the type of work of art purchased.
9.4. Bulky works of art, such as stretched canvases and framed works of art, are typically shipped in either a heavy-duty cardboard box or a wooden crate, depending on their destination. In case the work of art exceeds 1,5 meters, the Foundation reserves the right outstretch/remove the work of art from the canvases and ship it rolled in a heavy-duty art tube, in order to keep shipping costs low, particularly when shipping internationally. If the Buyer would like the work of art to arrive ready to hang, the Buyer can have it stretched with the Foundation.
9.5. For deliveries from Georgia to Russia Federation and its republics, Armenia and Azerbaijan the shipping is free of charge and, therefore, is not included in Final Value Fee.
9.6. The shipping time can vary depending on where the Seller is based and where in the world the Buyer's delivery address is.
9.7. COVID-19 SHIPPING DELAY NOTICE - due to these long and universal delays associated with the COVID-19 pandemic and the overwhelming demand for deliveries across the world, as well as modified practices by carriers the User should anticipate parcel delays for the foreseeable future. Therefore, the Foundation is unable to give the User an accurate estimate of the item's arrival date.
10. Disclaimer of Warranties; Limitation of Liability
10.1. Each Party bears responsibility for non-fulfillment or improper fulfillment of his/her/its obligations provided that this is caused by his/her/its faulty actions and/or negligence.
10.2. The User acknowledges and agrees that his/her/its access to and use of the Services is at his/her/its own risk and that the Services are provided on an "as is" and "as available" basis. The Foundation makes no representations or warranties of any kind, express or implied, with respect to the Services or any Content, including any warranties of merchantability, fitness for a particular purpose, title, non-infringement, and quiet enjoyment, and any warranties arising out of course of dealing or usage of trade, all of which the Foundation and its officers, owners, directors, consultants, agents, and employees (collectively, the "Foundation Parties") expressly disclaim to the fullest extent permitted by applicable Regulations. The Foundation Parties make no representations or warranties of any kind, express or implied, that the Services or any Content will meet the User's requirements or be available, accessible, uninterrupted, timely, accurate, reliable, complete, free of errors, safe, secure, or free of viruses or other harmful components, or that the use of the Services in any way will give rise to any specific results. Applicable Regulations may not permit the exclusion of implied warranties, so some of the exclusions in this Article may not apply to the User.
10.3. If the use of the Services results in the need for servicing or replacing any equipment or data, the Foundation Parties will not be responsible for those costs or losses.
10.4. No advice or information (whether oral or written) obtained from the Foundation Parties, or through the Services or any Content, will create any warranty by us not expressly stated in this Agreement or in a separate written agreement between the Parties.
10.5. Unless otherwise agreed to or noted in writing, the Foundation does not own, take title to, have possession of, or sell the property listed, marketed, offered, or sold on or in connection with the Services (whether online or offline). The Foundation does not sell property on behalf of the Seller. All property is offered for sale and sold directly from the Seller to the Buyer, and the Foundation is not a party to any sale. The Foundation does not transfer and is not responsible for transferring, legal ownership or physical possession of property from the Seller to the Buyer.
10.6. The Foundation may provide rules for using the Services, but the Foundation Parties do not endorse or control and are not responsible for the conduct (whether online or offline) of any user and/or third party on or in connection with the Services.
10.7. To the fullest extent permitted by applicable Regulation, the User release the Foundation Parties from all claims, demands, suits, damages (actual and consequential), losses, liabilities, and expenses (including attorneys' fees), of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in connection with: (i) any disputes between the User and one (1) or more other users or other third parties resulting directly or indirectly from the User's use of the Services; (ii) any User Content or conduct, performance or non-performance (whether online or offline) of any other user or other third party in any way connected with the Services, including any defamatory, misleading, offensive or unlawful conduct or User Content, or any unauthorized access to or use of the Services, the User's account or User Content and/or information; (iii) any work of art or other item exhibited, listed, marketed, offered for sale, or sold (whether online or offline) by any other user or other third party on, through, or in any way connected with the Services; or (iv) any communications, interactions or meetings (whether in person, online or otherwise) between the User and one (1) or more other users or other third parties resulting directly or indirectly from the User's use of the Services. The User expressly waives any benefits or protections, whether statutory or otherwise, that would otherwise limit the coverage of this release to include only those claims which the User may know or suspect to exist in the User's favor at the time of entering into this release.
10.8. Under no circumstances will any of the Foundation Parties be liable to the User or any third party for any indirect, incidental, exemplary, punitive, special, or consequential damages, any personal or bodily injury or emotional distress, or any loss of profits, revenue, business, data, use, goodwill or other intangible losses, arising out of or in connection with: (i) this Agreement; (ii) the Services; (iii) the use of or inability to use the Services; (iv) any conduct, performance or non-performance (whether online or offline) of any other user or other third party on or in connection with the Services; or (v) any content, goods or services made available on, through, or in any way connected with the Services (whether online or offline) by us or any other user or other third party.
10.9. The exclusions and limitations of liability provided above in Article 9.8 apply to all claims, whether based on warranty, contract, statute, tort (including negligence), strict liability, or any other legal theory, whether or not any of the Foundation Parties have been advised of or should have known of the possibility of such damage or loss, and even if a remedy set forth in these terms is found to have failed of its essential purpose. Applicable Regulation may not permit the exclusion or limitation of liability for consequential or incidental damages, so some of the exclusions and limitations provided above in Article 9.8 may not apply to the User, in which case the liability of the Foundation Parties will be limited to the fullest extent permitted by applicable Regulation.
11.1. The Foundation owns and retains, solely and exclusively, all rights, title, and interest in and to the Services, including but not limited to all copyrights, trademark rights, trade secrets, patent rights, moral rights, database rights, and other intellectual property rights therein. Except for the limited use of the Services that the Foundation grants to the User under this Agreement, nothing in this Agreement grants the User any license or permission to use any of the Foundation's trademarks, service marks or logos in any manner, or any other license or permission under any copyright, trademark or other intellectual property rights of the Foundation or any third party, whether by implication, estoppel or otherwise. The Foundation reserves all rights not expressly granted to the User in this Agreement or in a separate written agreement between the Parties.
12.1. The Parties of this Agreement will undertake all measures to prevent access of the third Parties to the Confidential Information.
12.2. The Party has to obtain written permit of the other Party in order to disclose the Confidential Information received from such Party. Disclosure of the information will mean its dissemination to the third Parties.
12.3. The information might be disclosed if:
a. Disclosure requested by the law.
b. The information will be disclosed to the lawyers, insurers and/or other persons who are or will be engaged in the dispute between the Client and the User.
c. Information will be disclosed to the Subcontractors engaged in service provision. In such case these firms will be restricted with the same conditions with respect to the confidential information disclosure as those applied to the User.
12.4. This clause shall survive termination of this Agreement.
12.5. Confidential information does not cover:
a. Public information or/and documentation or information/documentation which will become public in the future;
b. Information received from the third party who is not bound with the obligation of confidentiality before the Parties regarding such information;
c. Information disclosure of which is envisaged by the legislation of Georgia.
12.6. In case of termination of this Agreement, any documentation deemed as confidential shall be returned to the Parties.
13.1. The User agrees to indemnify, defend, and hold harmless the Foundation and its officers, directors, agents, and employees from and against any and all third-party claims, demands, suits, and proceedings, and all related damages, losses, judgments, liabilities, and expenses (including reasonable attorneys' fees) arising out of or related to: (i) the User's breach of any of the Agreement and other applicable Regulation; (ii) the User Content; (iii) any misrepresentation made by the User; or (iv) the User's violation of any law or the rights of any third party, including any intellectual property right, privacy right, or publicity right.
13.2. The Foundation reserves the right to assume the exclusive defense and control of any matter subject to indemnification by the User, in which case the User agrees to cooperate as fully as reasonably required by us in conducting such defense. In any case, the User agrees not to settle any such matter without the Foundation's prior written consent. The User's indemnification and defense obligations provided in this Agreement will survive the Agreement and the User's use of the Services.
14. Governing Law and Dispute Resolution
14.1. This Agreement is governed and interpreted according to Georgian laws and regulations.
14.2. Any and all disputes and disagreement that might arise between the Parties should be solved through amicable negotiations. If the Parties fail to solve the dispute through negotiations, they may apply to the courts of Georgia.
15.1. This Agreement becomes effective upon its execution and remains valid until full implementation of the contractual obligations by the Parties.
15.2. Either Party is entitled to unilaterally with the written notification given to the other Party terminate this Agreement with immediate effect if the other Party systematically and/or materially breaches the contractual obligations.
16. Communication and Correspondence
16.1. In case of any questions about this Agreement or the Services, the User shall email the Foundation at: help@riabid.geor noreply@riabid.ge; or send a protected post on the following address: 17 Ioane Shavteli Street, 0105 Tbilisi, Georgia.
17.1. The Foundation reserves the right to amend the Agreement at any time by posting the amended terms on the Website.
17.2. The Foundation's right to amend the Agreement includes the right to modify, add to, or remove terms in the Agreement.
17.3. The Foundation will provide the User 30 days' notice by posting the amended terms on the Website.
17.4. The Foundation will notify the User through the text message or/and by email.
17.5. The User's continued access or use of the Services constitutes the User's acceptance of the amended terms.
18.1. This Agreement contains the entire understanding of the Parties relating to the subject matter hereof and cancels and supersedes any prior understandings or agreements whether written or oral of the Parties. The User acknowledges that no representation or agreement not expressly contained in this Agreement has been made by the Foundation or any of its agents, employees or representatives.
18.2. The parties to this Agreement will promptly execute and deliver any and all additional documents, instruments, notices, and other assurances, and will do any and all other acts and things reasonably necessary in connection with the performance of their respective obligations under this Agreement and to carry out the intent of the parties.
18.3. Each of Foundation and User represents and warrants to the other party hereto that each has the capacity and authority to enter into this Agreement and that, upon its execution and delivery, the Agreement is a valid and enforceable agreement, binding upon such person or entity as permitted herein and under applicable law. Further, each hereby acknowledges and agrees that he/she/it has had the opportunity to consult with his/her/its own counsel prior to entering into and delivering this Agreement and has read and understands the terms and conditions set forth herein.
18.4. Except as otherwise provided in the Agreement, if any provision of the Agreement is held to be invalid, void or for any reason unenforceable, such provision shall be struck out and shall not affect the validity and enforceability of the remaining provisions.
18.5. In its sole discretion, the Foundation may assign the Agreement, and in such event, the Foundation will post notice on the Website.
18.6. The Foundation's failure to act with respect to a breach by the User or others does not waive its right to act with respect to subsequent or similar breaches. The Foundation does not guarantee it will take action against all breaches of this Agreement.
18.7. This Agreement has been executed by the Parties in English language and its text is posted on the Website at a location accessible to the User.