THIS IS A FAIRLY LENGTHY DOCUMENT, AND IT CONTAINS MANY IMPORTANT PROVISIONS THAT AFFECT YOUR RIGHTS AND OBLIGATIONS. BY CHECKING THE CORRECT BOX AT THE END OF THESE TERMS AND CONDITIONS OF USE (THIS "AGREEMENT"), YOU HEREBY AGREE TO BE BOUND BY THIS AGREEMENT. WE ENCOURAGE YOU TO PRINT A COPY OF THIS AGREEMENT FOR YOUR RECORDS.
This Agreement governs your use of the bestimagestock.com website, including, without limitation, the uploading and ordering of photographs, illustrations, images, products or other pictorial or graphic works ("Works") and website template, website design, poster etc. ("product") onto or from the bestimagestock.com website, and any and all services offered by Best Image Stock LLC on or through the bestimagestock.com website (the bestimagestock.com website, together with all of the foregoing uses and services, to be hereinafter referred to as the "Website").
1. General Acknowledgements and Agreements
Your use of the Website constitutes your acknowledgement and acceptance of the terms and conditions of this Agreement, and you shall be bound by such terms and conditions. If you do not agree to be bound by the terms and conditions of this Agreement, do not use or access any portions of the Website or use any services offered on the Website.
Best Image Stock shall have the right, in its sole discretion, to amend the terms and conditions of this Agreement, in whole or in part, at any time, and any such changes shall be effective immediately upon member notification and publication of such changes on the Website. Your continued use of the Website after the effectiveness of such changes and notice constitutes your acknowledgement and acceptance of the terms and conditions of this Agreement, as so amended. If you do not agree to be bound by the terms and conditions of this Agreement as so amended, do not use or access the Website.
If at any time the terms and conditions of this Agreement are no longer acceptable to you, whether or not as a result of an amendment by Best Image Stock, do not use the Website.
Services on the Website are available only to, and may only be used by individuals who can enter into legally binding contracts under applicable law. Without limitation to the foregoing, services on the Website are not available to minors (e.g., persons under the age of eighteen) except under the supervision of an adult parent or guardian, and such parent or guardian shall be responsible for all uses of the Website. Your Membership Account on the Website may not be sold or otherwise transferred to another person or entity. If your use of the Website is on behalf of an entity, you represent and warrant that you have the authority to bind such entity to this Agreement.
2. Use of Works and Products
You acknowledge and agree that no ownership of any Works and Products can be transferred, and that no sale of any Works and Products can be effectuated, on or through the Website. Only the rights expressly sublicensed in an applicable Content Download Agreement are granted on or through the Website. You acknowledge and agree that Best Image Stock or its licensors retain all ownership rights in and to the Works and Products, and that such Works and Products are covered and protected by copyright, trademark and other intellectual property rights of Best Image Stock or its licensors.
You agree that you shall not use the Website in any manner that is not permitted by this Agreement or that violates any law, regulation or statute in an applicable jurisdiction.
You shall not upload or post onto the Website, or use the Website to transfer, any Works and Products or other material or content that is covered or protected by copyright, trademark or other intellectual property rights unless you own or control such rights or have received all necessary consents. Best Image Stock does not permit copyright infringing activities and infringement of intellectual property rights on its website, and Best Image Stock will remove all Works and Products if properly notified that such Work and Product infringes on another's intellectual property rights. Best Image Stock reserves the right to remove Works and Products without prior notice. Best Image Stock will terminate a user's access to its Website if the user is determined to be a repeat infringer. A repeat infringer is a user who has been notified of infringing activity more than twice and/or has had a user submission removed from the Website more than twice.
You shall not upload or post onto the Website, or use the Website to transfer, any Work and Product or other material or content that is libelous or slanderous or otherwise defamatory, obscene or indecent.
You shall not upload or post onto the Website, or use the Website to transfer, any Work and Product or other material or content that contains or constitutes viruses, worms, Trojan horses or other code with malicious, disruptive and/or destructive features. You shall not to attempt to gain unauthorized access to any hardware or software systems or networks associated with the Website, or obtain any services or information not intentionally made available to you by Best Image Stock on or through the Website. You shall not attempt to gain unauthorized access to the Membership Account of any other person or entity, or otherwise interfere with any other person's or entity's use, of the Website. You shall not use any false or misleading information (e.g., false or misleading names, email addresses or URLs) when using the Website, including, without limitation, with respect to the origin or source of any Work and Product or other material or content that you upload or any identifying information for your Membership Account.
Best Image Stock reserves the right to decide whether any Work and Product is appropriate and complies with this Agreement for violations other than copyright infringement and violations of intellectual property law, such as, but not limited to, pornography, obscene or defamatory material. Best Image Stock may remove any such Work and Product and/or terminate a user's access for uploading such material in violation of this Agreement at any time, without prior notice and at its sole discretion.
You may not use the Website in a fraudulent manner, or otherwise in a manner for which the Website is not reasonably intended to be used.
4. Notification of Claims of Infringement
If you are a copyright owner or an agent thereof and believe that any user Work and Product or other content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):
(i) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
(ii) Identification of the copyrighted work and product claimed to have been infringed, or, if multiple copyrighted works and products at a single online site are covered by a single notification, a representative list of such works and products at that site;
(iii) Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit Best Image Stock to locate the material;
(iv) Information reasonably sufficient to permit Best Image Stock to contact you, such as an address, telephone number, and, if available, an electronic mail address;
(v) A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
(vi) A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Best Image Stock's designated Copyright Agent to receive notifications of claimed infringement is: Copyright Agent, Best Image Stock LLC, email: firstname.lastname@example.org. For clarity, only DMCA notices should go to the Copyright Agent; any other feedback, comments, requests for technical support, and other communications should be directed to email@example.com. You acknowledge that if you fail to comply with all of the requirements of this Section 4, your DMCA notice may not be valid.
5. Management and Operation of the Website
You acknowledge and agree that Best Image Stock has no obligation to review any Works and Products or other material or content uploaded or posted onto the Website, and shall have no responsibility for any such Works and Products or other material or content. Best Image Stock shall have the right, in its sole discretion, to accept or deny, delete, move or edit any Works and Products or other material or content uploaded or posted onto the Website. If you upload or post any Works and Products or other material or content onto the Website, or any Works and Products or other material or content is uploaded or posted onto the Website using your Membership Name or otherwise through your Membership Account, you remain solely responsible for such Works and Products or other material or content.
You acknowledge and agree that Best Image Stock shall have no responsibility for any material or content on other websites to which you may hyperlink or otherwise access from the Website. You acknowledge and agree that Best Image Stock shall have no responsibility for any material or content on websites from which you may be hyperlinked or otherwise be directed to the Website.
Best Image Stock reserves the right, in its sole discretion, to change or discontinue any or all of the services on the Website at any time. You acknowledge and agree that Best Image Stock has no obligation to make, or continue to make, the Website or any particular portion or related service available to you (whether or not such unavailability is voluntary on the part of Best Image Stock). Best Image Stock reserves the right, in its sole discretion, to suspend or terminate your Membership Account at any time, including, without limitation, your Membership Name and Membership Password.
6. Membership Account
You acknowledge and agree that you are to keep confidential the Membership Name and Membership Account provided by Best Image Stock to you, and the Membership Password selected by you and approved by Best Image Stock for use with such Membership Name and Membership Account. Your Membership Name, Membership Account and Membership Password are personal to you and may not be shared with, or transferred to, any other person or entity.
You acknowledge and agree that you will be solely responsible for each and every use of your Membership Account, Membership Name and Corresponding Password, and that Best Image Stock may rely on the use of your Membership Account, Membership Name or Membership Password as conclusive evidence that you have used the Website.
7. Representations and Warranties
In addition to the representations and warranties you have made above, each of Best Image Stock and you hereby represent and warrant that it, or he or she, has the right to enter into this Agreement.
You agree to indemnify, defend and hold harmless Best Image Stock and its affiliates, and their respective officers, directors, employees, owners, agents, representatives, licensors and (sub)licensees (collectively, "Indemnitees") from and against all claims, expenses (including attorney fees) or other liability arising from your breach of any of your representations, warranties or obligations under this Agreement, and from any and all uses by you of the Website (including any uses under your Membership Account or Membership Name, whether or not authorized by you), including, without limitation, any claims or actions based on infringement or violation of intellectual property rights, libel or slander or other defamation, right of privacy or "false light", right of publicity or blurring or distortion or alteration of any Work and Product or other material or content whether or not intentional. Best Image Stock shall have the right, in its sole discretion, to control the defense of any claim, action or matter subject to indemnification by you with counsel of its own choosing. You shall fully cooperate with Best Image Stock in the defense of any such claim, action or matter.
You understand that Materials are copyrighted and owned by Best Image Stock, and any unauthorized use of any of these Materials by you may be an infringement upon said copyright. Similarly, In the event that any material or materials are used without licence, Best Image Stock has the right to demand 20 fold of the price of product used without licence, every kind of attorney fees, legal costs, investigation costs and possible compensation fees from the unlicensed user.
9. Limitations and Disclaimer
You agree that neither Best Image Stock nor its affiliates, nor any of their respective officers, directors, employees, owners, agents, representatives, licensors and (sub)licensees (other than yourself, as applicable), shall be liable for any damages, whether direct, incidental, indirect or consequential, arising from any use by you of the Website, even if such parties have been advised, or advised of the possibility, of such damages.
EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, NEITHER PARTY MAKES ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. FOR CLARIFICATION PURPOSES, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, BEST IMAGE STOCK MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE WWW.BESTIMAGESTOCK.COM WEBSITE OR THE SERVICES ON THE WWW.BESTIMAGESTOCK.COM WEBSITE, OR ANY WORKS AND PRODUCTS OR OTHER MATERIALS OR CONTENT AVAILABLE ON THE WWW.BESTIMAGESTOCK.COM WEBSITE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSES, NON-INFRINGEMENT OF COPYRIGHT, TRADEMARKS OR OTHER INTELLECTUAL PROPERTY RIGHTS, OR FREEDOM OF ANY SERVICES, OR ANY WORKS AND PRODUCT OR OTHER MATERIALS OR CONTENT, FROM VIRUSES, WORMS, TROJAN HORSES OR OTHER CODE WITH MALICIOUS, DISRUPTIVE AND/OR DESTRUCTIVE FEATURES.
Best Image Stock shall have no responsibility for any Works and Products or other material or content uploaded or posted onto the Website, including, without limitation any material or content uploaded or posted by any Member onto the Website in any forum or as any comment to a web log.
10. Term and Termination
Best Image Stock reserves the right, in its sole discretion, to terminate your Membership Account at any time, including, without limitation, deactivating your Membership Name and Membership Password.
This Agreement shall be governed by and construed in accordance with the laws of the State of Oregon, without regard to any conflict of laws principles. Any legal action, suit or proceeding arising out of or relating to this Agreement shall be instituted in a court of competent subject matter jurisdiction in the federal or state courts of the State of Oregon, and you and Best Image Stock each submit to the personal jurisdiction of such court and waive any right each might otherwise have to claim lack of personal jurisdiction or inconvenience.
The relationship between Best Image Stock and you under this Agreement is that of independent contractors. For clarification purposes, the parties are not joint venturers, partners, principal and agent, or employer and employee. Neither party shall have the power to bind or obligate the other in any manner. You agree that you shall be responsible for all use, sales, value-added and similar taxes and duties imposed by any governing authority in any jurisdiction in connection with your use of the Website.
No waiver on the part of Best Image Stock to exercise any power, right, privilege or remedy under this Agreement, and no delay on the part of Best Image Stock to exercise any such power, right, privilege or remedy, shall preclude any other or further exercise thereof or of any other power, right, privilege or remedy. Best Image Stock shall have the right, in its sole discretion, to assign any or all of its rights or obligations under this Agreement. You shall have no right to assign any of your rights or obligations under this Agreement.
Whenever the context so requires, the singular number shall include the plural and vice versa, and the masculine, feminine and neutral genders shall include each other. If any term or provision of this Agreement is invalid, illegal or unenforceable, all other terms and conditions of this Agreement shall nevertheless remain in full force and effect. The underlined headings contained in this Agreement are for convenience of reference only and shall not affect in any way the meaning or interpretation of this Agreement.