Buyer Registration Agreement

Thank you for allowing us to help you arrange a potential purchase of a work of art (a  “Work”) on our platform. We (meaning Live Art Inc., a Delaware company, aka “LiveArt”)  aim to provide you with an efficient and rewarding experience that results in a purchase of  a Work directly from a “Seller” to whom we will virtually—and anonymously—introduce  you. Using our streamlined process, and with the help of a “Concierge” or other member of  our team, once you and the Seller have entered into an “Sale + Purchase Agreement” (aka  an “SPA”) that you and the Seller will virtually sign (using our standard SPA form and/or as  modified by you and the Seller via an anonymous chat with or without the help of a  LiveArt Concierge), the Work (via our online shipping process) will be shipped to a fine art  warehouse in Delaware (the “Warehouse”). You will deposit the funds in our account to be  escrowed (the “Escrow”) and, once all the conditions of the SPA and our Terms and  Conditions are satisfied, title will pass to you in the Warehouse so that the Work can be  delivered to you (arranged by you via our online shipping process) or stored at the  Warehouse under an account you set up (with the help of a Concierge if you wish). 

LiveArt’s Role

We are here to help you during this simple process. From receiving the Work for you,  holding your payment and the Work in secure Escrow to shipping via an online process  that gives you competitive quotes, or arranging a storage account for you in the  Warehouse, we want to provide a friction-free process. But make no mistake, we are not a  “middleman.” To the contrary, we are creating an efficient marketplace that allows you and  the Seller to transact securely, lawfully, and efficiently. Using our proprietary technology  and platform, and with the help of a Concierge as needed, we will arrange a direct sale  between you and the Seller. Our job is to facilitate a sale for you and the Seller, not to act  as either of your agents, advisors, fiduciaries, attorneys, representatives, etc. 

“KYC,” “AML” and Credit Checks 

To make the process go smoothly, we frontload much of what needs to be done to close  your purchase. You play your part in that by giving us, as part of the Buyer Registration  Process, the information and assurances that we will need to register you on our platform: 

In addition to providing us with the information above, by registering as a Buyer on our  platform, you represent and warrant to us that: 

a. You are not subject to economic or financial sanctions under the law of any country,  including U.S. sanctions administered by the Office of Foreign Assets Control of the U.S.  Department of the Treasury; the United Nations Security Council; the European Union or  Her Majesty s Treasury or any other economic or financial sanctions or any equivalent  measure;

b. You have not been convicted of a terrorist, money-laundering or other financial crime  and have no reason to believe that you have been charged with, or are being investigated,  in connection with any such crime; and

c. You are not a prominent employee, agent, or representative of any governmental or  quasi-governmental agency and have not been identified as a politically exposed person. 

If you are acting as an agent or representative of someone else (whether one or more  individuals or entities) who wish to buy the Work (singly or collectively, the “Principal”),  you also represent and warrant that: 

a. You have informed us in writing that you are acting as the exclusive agent of the  Principal with respect to the Work, and have disclosed to us the identity of the Principal; 

b. You are making the representations in this Buyer Registration Agreement and/or in  the Sale + Purchase Agreement (aka SPA) on your own behalf and on behalf of the  Principal;

c. The Principal has authorized you to seek to purchase a Work for sale on LiveArt and  authorized you to (x) make the representations and warranties in this Buyer s Registration  Agreement and (b) enter into any SPA to which you agree on the terms and conditions in  that SPA; 

    d. The arrangements between you and the Principal do not involve tax fraud or tax evasion;

    e. You have disclosed, and will continue to disclose, all material information to the  Principal; 

    f. You have conducted customer due diligence on the Principal and confirmed that the  Principal:

    i. is not subject to economic or financial sanctions under the law of any  country, including U.S. sanctions administered by the Office of Foreign Assets Control of  the U.S. Department of the Treasury; the United Nations Security Council; the European  Union or Her Majesty s Treasury or any other economic or financial sanctions or any  equivalent measure;

    ii. has not been convicted of a terrorist, money-laundering or other  financial crime and you have no reason to believe that the Principal of the work has been  charged with, or is being investigated, in connection with any such crime;   

     iii. is not a prominent employee, agent, or representative of any  governmental or quasi-governmental agency and has not been identified as a politically  exposed person; 

    g. You will retain for five years the documentation reflecting your due diligence and will  provide LiveArt or its agents with copies of such documents if reasonably requested in  writing;   

    h. You will provide us with the following for “KYC” (aka “know your customer”) and “AML”  (aka anti-money laundering) purposes:

    i. If the Principal is an individual, proof of their identity by downloading a  copy of government-issued identification and recent proof of their current address.   

    ii. If the Principal is a business entity, a copy of government issued  identification of the entity (for example, the certificate of incorporation) and proof of the  ultimate beneficial Principal of the entity. and

    iii. Using this information, we or one of our agents will confidentially  conduct a World-Check check for due diligence purposes. You can review the World-Check  Privacy Statement located at https://www.refinitiv.com/en/products/world-check-kyc screening/privacy-statement. 

    Continuing Obligations; Confidentiality; Disputes; Liability. 

    You acknowledge and agree that: 

    By accepting via LiveArt, you confirm that you have read, understand, and agree to be  legally bound to the terms of this this Buyer Registration Agreement.