Welcome to Muse! We provide an AI-enabled luxury goods resale and social commerce platform which you can access via our invite-only mobile application (the Service).
The Service is owned and operated by Muse Technology Pty Ltd (ACN 649 320 178) (Muse). In this End User License Agreement (this Agreement), ‘us’, ‘we’ and ‘our’ means Muse and any of its related bodies corporate.
Please read this Agreement carefully. Understanding its terms is important because, by downloading the mobile application (the App), applying to become a user, creating a profile or otherwise using the Service in any manner, you’re agreeing to this Agreement.
If you are a corporate user then the individual accepting this Agreement is doing so on behalf of you and that individual represents and warrants that:
If you don’t agree to the terms and conditions contained in this Agreement, then please do not use the Service.
In order to preserve the integrity of our community, access to the Service is on an invite-only basis. Once you’ve downloaded the App, you will be required to provide details of the registered user who has invited you to become a fellow user. We will then contact that registered user to confirm their invitation to you.
Once your invitation has been verified, you will be invited to register with us and set up an account and user profile including selecting a username and password.
Users who want to use the Service to buy and [re/sell] their luxury goods (Items) need to validate their submitted personal details with proof of identification.
Subject to the completion of the terms in clause 3 above and your continued compliance with this Agreement [and in consideration for your payment of the Fees] we hereby grant to you a [personal], revocable, non-exclusive and non-transferable license to use the Services. The provision of this licence is at all times subject to the terms and conditions of this Agreement.
The Website is made available on a limited access basis, and no ownership right is conveyed to you through your use or access of the Website.
Whilst you use the Website, you agree that you will:
You must be at least 13 years of age and capable in your country of residence of entering into a legally binding agreement to use the Service.
Unless otherwise indicated, we own, control or license all rights, title and interest (including copyright, designs, patents, trademarks and other intellectual property rights) in the Service and in all of the material (including all text, graphics, photographs, artwork, visual interfaces, user interfaces, logos, audio, software and computer code made available through the Service (collectively, Content). Content includes, but is not limited to, the design, structure, selection, coordination, expression, “look and feel” and arrangement of such Content, contained in the Service.
Some of our services give you the opportunity to make your own Content publicly available through the Service. You remain solely responsible for your Content. Specifically, when you share, post or upload Content that is covered by intellectual property rights on or in connection with the Service, you grant us a non-exclusive, transferable, sub-licensable, royalty-free and worldwide licence to host, use, distribute, modify, run, copy, publicly perform or display, translate and create derivative works of your Content. This licence will end when your Content is deleted from our systems.
You represent and warrant that you have, or have obtained, all rights, licenses, consents, permissions, power and/or authority necessary to grant the rights granted herein for any Content that you create, submit, post, promote, or display on or through the Service. You represent and warrant that such Content does not contain material subject to copyright, trademark, publicity rights, or other intellectual property rights, unless you have necessary permission or are otherwise legally entitled to post the material and to grant us the license described above, and that the Content does not violate any laws. Where necessary, we may need to remove user-generated Content from the Service.
Subject to clause [6.3] above, us of music in your Content for commercial or non-personal purposes in particular is prohibited unless you have obtained appropriate licences. If you post Content that contains music owned by someone else, your content may be blocked or removed at the request of the applicable rights owner.
If your Content has a paid product placement, endorsement or other commercial relationship, you need to clearly mark it as such in your Content. Please note, beyond the terms of this Agreement, you may have more obligations under applicable laws in your jurisdiction. We reserve the right to take action against your Content or account if you contravene this clause.
All pre-recorded Content which is broadcast streamed to the Service as part of live Content must be clearly marked as pre-recorded. Failure to do so may result in that Content being blocked or removed. Live Content is not to include broadcasting looping videos, still images or poll-only videos.
Where you post Content to the Service that purports to be live, you must not mislead other users to think that specific footage:
You hereby grant us permission to use your profile information and information about actions that you have taken on the Service next to or in connection with ads, offers and other sponsored content that we display across the Service, without any compensation to you. You acknowledge that this permission survives termination of this Agreement.
We may integrate Content or applications from third-parties with the Service and make some or all of them available to you. The views expressed in third-party Content or applications are theirs, and don’t necessarily reflect our views. Any Content or applications from third-parties are provided through the Service on an ‘as-is’ basis and we make no express or implied representations or warranties about that Content or those applications. Content or applications from third-parties are subject to change or discontinuance on the Website without notice or entitlement to you of any refund, credit or other form of compensation.
The Service allows you to buy and [re/sell] Items with other users. You can sell your Items through the Service by publishing pictures you want to sell on the App (Items).
While we strive to maintain a safe trading environment you accept that there are unfortunately sometimes risks when trading online and using our sites, including dealing with fraudulent people. You agree that you will not hold us responsible for other users’ acts or omissions. You acknowledge that the Service is not as an auctioneer. Instead, the App is a platform to allow anyone to offer, sell, and buy Items at anytime or from anywhere.
When you enter into a transaction through the Service, you create a legally binding contract with the other user. You must ensure that you comply with your obligations to that other member and are aware of any laws relevant to you as a buyer or seller. If another member breaches any obligation to you, you are responsible for enforcing any rights you may have.
You alone, and not us, are responsible for ensuring that your listing, bidding and selling and any other activities conducted on the App are lawful. You must ensure that you comply with all applicable laws in Australia and any other applicable country. You must also ensure that you strictly comply with this Agreement and the policies which form part of this Agreement.
We do not take ownership of the Items at any time and do not transfer legal ownership of Items from the seller to the buyer. We have no control and do not give any commitment relating to the existence, quality, safety, genuineness or legality of any Item, the truth or accuracy of any picture or description of any Item or any other Content made available by users, the ability of sellers to sell the Items, the ability of buyers to pay for them or that a buyer or seller will actually complete a transaction or return the Item, and we
have no liability in this respect.
The Service is accessible internationally. Registered buyers and sellers can use our App to buy and sell Items. Items available on the App may be located overseas and/or sold by international sellers relative to the buyer. Buyers and sellers are responsible for complying with all laws and regulations applicable to the international sale, purchase and shipment of Items, including paying any applicable taxes.
Unless expressly stated otherwise in this Agreement, you agree that you will not do any of the following:
Whilst we reserve the right to decide at any time what Items are or aren’t allowed on the Service, the following types of items are considered Prohibited Items for the purposes of this Agreement:
[Insert payment terms]
If you are a seller, you agree to pay us a commission on the total transaction amount received by you (including VAT and any other applicable taxes, if any, and shipping costs) in respect of the sale of any of your Items through the Service (the Commission). Further details of the Commission can be found here [insert].
Buyers and sellers are generally responsible for any goods and services tax (GST), sales tax, value-added tax (VAT) or other taxes that apply to Items bought through the Service. If you have any questions or require more information about your tax obligations, please seek independent tax advice.
In any jurisdiction where we have an obligation to collect tax (including GST or VAT), duties, customs or other international charges on consumer purchases, we:
The seller of an Item is responsible for shipment of the Item to the successful buyer.
Any user may contact us by sending us a written notice if any Content or Item available through the Service infringes their rights or fails to comply with this Agreement (Infringement Notice). An Infringement Notice must specify contact details and the specifics of the infringement or contravention with sufficient detail and evidence.
An Infringement Notice can be sent to us at the details set out in [clause 27] below. When we receive an Infringement Notice, we will aim to respond to it within a reasonable period of time. We will take the action which we believe is appropriate depending on the nature of the Infringement Notice.
The Service may contain links to other independent third-party websites (Linked Sites). These Linked Sites are provided solely as a convenience to you. Such Linked Sites are not under our control, and we are not responsible for and do not endorse the content of such Linked Sites, including any information or materials contained on such Linked Sites. You will need to make your own independent judgment regarding your interaction with these Linked Sites.
If you make a donation to a charity through the Service, you acknowledge that you make this donation as a charitable contribution and that you are not receiving any goods or services in return. As the tax laws vary by State and by Country, please seek independent professional tax advice regarding the deductibility of this donation.
We provide the Service to you using a commercially reasonable level of care. However, there are certain things that we don’t promise about the Service.
You have statutory guarantees under the Australian Consumer Law and nothing in this Agreement is intended to affect such rights.
To the maximum extent permitted by law, including the Australian Consumer Law, in no event shall we be liable for any direct and indirect loss, damage or expense (irrespective of the manner in which it occurs) which may be suffered due to your use of the Service and/or the information or materials contained on it, or as a result of the inaccessibility of the Service and/or the fact that certain information or materials contained on it are incorrect, incomplete or not up-to-date.
To the extent that we are permitted to limit the remedies available under this Agreement, we expressly limit our liability for breach of a non-excludable statutory guarantee to the following remedies:
The value of an NFTs is subjective. Prices of NFTs are subject to volatility and fluctuations in the price of cryptocurrency can also materially and adversely affect NFT prices. You acknowledge that you fully understand this subjectivity and volatility and that you may lose money.
You agree to indemnify and hold us and our officers, directors, employees, agents, subsidiaries and affiliates, harmless from any demands, loss, liability, claims or expenses (including legal fees), made against us by any third party due to or arising out of or in connection with your use of the Service.
Occasionally, you may provide us with feedback on our Website (Feedback). We may in connection with any of our products or services freely use, copy, disclose, license, distribute and exploit any Feedback in any manner without any obligation, royalty or restriction based on intellectual property rights or otherwise. Nothing in these Terms limit our right to independently use, develop, evaluate, or market products or services, whether incorporating Feedback or otherwise.
This Agreement is effective from the date of your acceptance as per clause [2.1] and continues until the deactivation of your account.
You may delete your account at any timeOther than via the App, you may request deactivation of your account by contacting us from the email address linked to your account provided that:
We may modify, suspend or terminate your access to or use of the Service anytime for any reason. Particularly, if you contravene clause  of this Agreement then it constitutes a serious breach for which we may immediately and without further notice to you:
Upon the termination of this Agreement, you will pay any unpaid Fees incurred on or before the date of termination. For any prepaid Fees, you will receive a pro-rata refund of those Fees for the unused portion.
Upon termination of this Agreement you must cease accessing or using the Service. If you deactivate or end usage of the Service then we can delete or modify your Content. You will lose any rights you have to your Content with no compensation. Data may still persist and appear on the Service even on deactivation including where your Content has been re-shared by others and they have note deleted it.
The following clauses survive termination of this Agreement: Clause 5.2 (Age requirements),
If a dispute arises between you and us, our goal is to provide you with a neutral and cost-effective means of resolving the dispute quickly. We strongly encourage you to first contact us via the details below at clause [insert] to seek a resolution.
All purchases or sales made outside the Service is against this Agreement and accordingly are not covered by its terms. In the event of a dispute between you and other users, we strongly encourage you to try and resolve this dispute directly. Failing that however, if you’re:
then you can report the issue to us within 90 days and we will reply to you with instructions on how to proceed. Please note that we can only accept tracking codes as valid proof of delivery and the cost of returning the Item cannot be refunded.
Where you and the other user cannot agree a resolution, we will try to mediate a resolution between you and the other user.
All negotiations pursuant to this clause  are to be on a confidential basis.
We may disclose that information to third parties that help us deliver the Service (including information technology suppliers, communication suppliers and our business partners) or as required by law. If you do not provide this information, we may not be able to provide all of the functionality of the Service to you.
Additional terms and conditions may apply to your purchases of goods or services from us and to specific portions or features of the Service all of which terms are made a part of this Agreement by this reference.
For certain campaigns, promotions or contests, additional terms and conditions may apply. If you want to participate in such a campaign, promotion or contest, you need to agree to the relevant terms and conditions applicable to that campaign, promotion or contest. In case of any inconsistency between such terms and conditions and this Agreement, those terms and conditions will prevail.
You acknowledge that the Service is on-line, subscription-based product, and that in order to provide improved customer experience we may make changes including modifying, suspending or terminating operation of or access to the Service, and we may update the applicable documentation accordingly.
We may revise this Agreement from time to time in order to incorporate new features being added to the Service, changes in the law or our business model and any changes will take effect after 3 days of any notification email sent to you notifying you of any changes, or at the time the revised Agreement is posted (whichever is the earlier) and your continued use of the Service shall constitute acceptance of such revised Agreement. Normally, we will try to give you some warning before the new terms become effective. However, sometimes changes will need to be made immediately and if this happens we will not give you any notice.
In addition to any other provision in this Agreement, we reserve the right to restrict, suspend or terminate without notice your access to the Service, any Content, or any feature of the Website at any time without notice and we will not be responsible for any loss, cost, damage or liability that may arise as a result.
We’re not obligated under this Agreement to provide any support services to you for the Services.
You agree that you will not export or re-export, directly or indirectly, the Service, and/or other information or materials provided by us, to any country for which the United States or any other relevant jurisdiction requires any export licence or other governmental approval at the time of export without first obtaining such licence or approval. You are responsible for and hereby agree to comply at your sole expense with all applicable United States export laws and regulations.
Unless specifically referred to herein, this Agreement is the entire agreement between you and us relating to the Service and supersedes any prior or contemporaneous oral or written communication, proposals and representations between you and us with respect to the Service or any other subject matter covered by this Agreement.
This Agreement does not create or evidence a partnership, joint venture or any other fiduciary relationship between you and us. You and us are independent, and each has sole authority and control of the manner of, and is responsible for, its performance of its obligations under this Agreement.
Our failure to enforce a provision is not a waiver of its right to do so later. If a provision is found to be unenforceable, the remaining provisions of this Agreement will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible.
You may not assign any of your rights under this Agreement, and any such attempt will be void. We may assign our rights to any of our affiliates or subsidiaries, or to any successor in the interest of any business associated with the Service.
Your use of the Service is governed by the laws of the State of New South Wales, Australia.
You submit to the non-exclusive jurisdiction of the courts exercising jurisdiction in the State of New South Wales, Australia