TERMS OF SERVICE
[Last Amended: January 25, 2024]
This Terms of Service ("Terms") together with the Data Protection
Agreement ("DPA") (and together with the Terms shall be referred to
as "Agreement"), governs your use of our Platform (as defined below)
and constitute a legally binding and an enforceable agreement between you,
the user of our Platform ("you" or "your") and Pic-Time Ltd.
("Pic-Time", "we", "us" or "our"). Each party to
the Agreement shall be referred to herein as a "party" and
collectively as the "parties".
ACCEPTANCE OF THE AGREEMENT:BY CREATING AN ACCOUNT OR BY OTHERWISE
USING THE SERVICES OR PLATFORM, YOU ACKNOWLEDGE THAT YOU HAVE READ,
UNDERSTOOD AND AGREE TO THE AGREEMENT.IF YOU DO NOT AGREE TO ALL OR
PART OF THIS AGREEMENT PLEASE DO NOT, CREATE AN ACCOUNT, OR USE THE SERVICES
IN ANY MANNER. THIS AGREEMENT GOVERNS YOUR ACCESS TO, AND USE OF, THE
WEBSITES, THE SERVICES, PLATFORM AND INTEGRATIONS WHICH ARE OWNED, OPERATED
OR PROVIDED BY PIC-TIME.
Pic-Time reserves the right, at its own discretion, to modify, correct or
amend the Agreement at any time. The most current version of the Agreement
will always be displayed on Pic-Time's website and any changes will be
indicated under the "Last Amended" date above. Pic-Time may provide you with
a written notification or display a notice on its website, all at its sole
discretion, in the event that a material change was made. Your continued use
of the Service following the publication by Pic-Time of an amended version
of the Agreement will constitute your acceptance of the amendments. It is
therefore important that you read any notice or message from us carefully.
If you wish to terminate your subscription due to such updates or changes in
the Agreement you may do so by following the instructions set out in the
Term and Termination section below.
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SCOPE OF SERVICE
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Pic-Time offers an online SaaS platform ("Platform") which
enables professional photographers ("Photographers") to
create an online gallery ("Gallery") by uploading photos,
videos and additional digital files ("Content") and storing
such Content in the Gallery; to invite Photographer's customers
(including prospective customers and casual visitors, collectively
"Customers") to register and view the Content shared by the
Photographers with the Customers Galleries; to offer Customers good
and services, such as creating merchandise, printing the photos via
third-party vendors ("Photo Lab") and subject to such Photo
Lab terms of service; and to use the marketing services and tools
(such as email marketing) (collectively, the "Services"). The
Service provided to you and the features included therein, will
depend on the type of subscription plan that you have signed up for,
for additional information please see section 4 below.
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Throughout the duration of this Agreement, Pic-Time will provide the
Customer with technical support and services as part of its
Services. The availability and extent of these support services are
at the sole discretion of Pic-Time and are subject to the resources
it has available.
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Pic-Time does not review any Content that is uploaded to the
Service. You hereby acknowledge and agree that we are not
responsible or liable for any Content that has been uploaded,
posted, or otherwise transmitted through the Service by you or a
third party. We hereby reserve the right, but are not obligated, to
delete any Content that we, in our sole discretion, deem to be in
violation of the Agreement or that is otherwise unacceptable.
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We may change, modify, suspend, or discontinue any aspect of the
Service at any time without notice to you and without any liability
to you whatsoever in connection therewith, unless otherwise required
to do so under applicable law in which case we will make a
reasonable effort to inform you of any significant and substantial
changes to the Service that will significantly affect you.
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In order to use the Services, the Photographer is required to comply
with certain technical requirements, including to upload the Content
in high-resolution, to ensure that the uploaded Content is always
available and to follow the necessary steps to re-load such Content
if it was removed or moved from the Gallery. Failure to re-upload
the removed Content by the Photographer will be considered a breach
of the Agreement by the Photographer and Pic-Time retains the right
to close, suspend or remove such Account (as defined below), as a
result of such failure.
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REGISTRATION AND ACCOUNT
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In order to use the Services, you may be required to register and
create an account ("Account"). During the registration
process you will be required to provide certain information,
including personal data which is governed by and processed subject
to our
Privacy Policy
. You hereby represent and warrant that you will provide accurate
and complete information in connection with your Account. It is
important to note, that in the event you choose to register for our
email marketing service during the registration process, we may use
your email address that you provided us in order to send you
marketing messages and materials as well as operational messages.
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You will designate personal and exclusive usernames and passwords to
access the Account. You are solely and fully responsible for
maintaining the confidentiality of the password and username of your
Account and for all activities that occur under the Account, whether
done by you, by a Customer (in the event you are a Photographer) or
on your behalf. Except as specifically permitted herein, you may not
assign or transfer your rights or delegate your duties under the
Account, including your username and password. Please note, that we
may, at any time and for any reason, require you to choose a new
password or create a stronger password. You undertake to immediately
notify Pic-Time if you become aware of unauthorized use of your
username and password. Pic-Time shall not be liable for any loss or
damage from your failure to maintain the security of your Account
and password and is not required to monitor or secure your Account.
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LICENSE TO USE AND RESTRICTIONS OF USE
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Subject to the terms herein and the applicable subscription plan,
Pic-Time grants you a revocable, limited, non-exclusive,
non-transferable, non-assignable and non-sub licensable license,
during the term of the Agreement, to use our Service solely for the
purposes set forth herein.
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Subject to the terms herein, Pic-Time , at its sole discretion, is
entitled to: (i) determine the features, settings, pricing, or other
tools which are available as a part of the Service; (ii) modify,
correct, amend, update, upgrade, enhance, improve, remove, replace
or make any other changes to, or discontinue, or cease, temporarily
or permanently, any features or functionalities of the Service; and
(iii) modify and renew the license granted hereunder under any of
the circumstances listed in (ii) above, without incurring any
liability to you.
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You hereby undertake not to, and not to allow others to: (i) attempt
to interfere with, compromise the system integrity or security or
decipher any transmissions to or from the servers running the
Services; (ii) take any action that imposes, or may impose at
Pic-Time 's sole discretion an unreasonable or disproportionately
large load on the Services infrastructure; (iii) sell, license (or
sub-license), lease, assign, transfer, pledge, or share rights under
this Agreement with any third party except as permitted hereunder;
(iv) disassemble, decompile, reverse engineer or attempt to discover
the source code or underlying algorithms; (v) upload invalid data,
viruses, worms, malicious code or other software agents through the
Services; (vi) interfere with the proper working or security
measures of the Services; (vii) bypass the measures Pic-Time may
use to prevent or restrict access to the Services; (ix) use the
Services for any illegal or unauthorized purpose, or could give rise
to civil liability or other lawsuit; (xi) modify the Services, or
insert any code or product, or in any other way manipulate the
Services in any way or create any derivative works of the Services;
(xiii) use the Services in a manner that violates or infringes any
rights of any third party, including but not limited to, privacy
rights, publicity rights or intellectual property rights; (xiv) use
the Services in a manner that violate any laws in your jurisdiction
(including but not limited to copyright laws) and the laws
applicable to you in the end users' jurisdiction during your use.
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You may not offer or sell any goods or services, or provide any
information, content or material regarding which may be deemed
hazardous, counterfeit, stolen, fraudulent, offensive or abusive;
which are prohibited for sale, distribution or use; or which
otherwise illegal, including with respect to consumer rights,
intellectual property or privacy rights, product safety, trade
regulations and sanctions, support, maintenance and export. You
undertake not to, and not to allow others to use, upload, transfer,
post or make available through Services any content that involves,
facilitates, advocates or promotes one or more of the following: (i)
false, misleading, deceptive, discrimination on the basis of race,
ethnicity, gender, religion, sexual orientation, age or disability;
(ii) libelous, defamatory, obscene, nudity, pornographic, adult
content, sexually explicit or abusive activities; (iii) illegal
gambling; (iv) illegal activities; (v) any copyrighted materials for
download, sale or otherwise, in any case without the permission of
the copyright owner or otherwise in violation of law; (vi) a
conflict or violation of any law or any intellectual property or
other rights of any person or entity.
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Failure to comply with the provisions set forth above may result in
the termination or suspension of access to the Account, the Service
(or any part or feature thereof) as well as immediate termination of
this Agreement, without derogating from any other remedy Pic-Time is
entitled to under this Agreement or applicable law.
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SUBSCRIPTION FEES AND RECURRING PAYMENTS
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Pic-Time offers various subscription plans, as amended from time to
time. For information regarding the subscription plans currently
provided by Pic-Time and its prices please visit
HERE
. The Services provided to you will depend on the type of
subscription plan that you have signed up for. Please visit
HERE
to learn more about our commission rates.
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Pic-Time reserves the right, at its own discretion, to remove
existing subscription plans or to change any features, tools, or
functionalities of its subscription plans from time to time. Changes
to the subscription plan can be based on various factors, e.g.,
improving and managing the Services, complying with rights holders'
requirements or legal or technical requirements. Where such change
materially affects an existing subscription plan to your detriment,
you will be informed of such and will have the possibility to
terminate the subscription.
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Your subscription fees and any other charges you may incur in
connection with your use of our Services, such as taxes or
transaction fees, as applicable, will be charged to you via the
payment method you provided upon purchasing your subscription plan
via a third-party payment processor of Pic-Time's choosing, in its
sole discretion. Pic-Time shall not be liable for the processing of
fees by such third-party nor shall it be responsible for any errors
or miscalculations made by such third-party in connection with such
fees.
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The length of your billing period and billing frequency will depend
on the type of subscription that you chose upon purchasing your
subscription plan. Late or failed payment for any reason, may cause
suspension or termination of your Account, the Services and this
Agreement, until your payment method has been successfully charged.
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Subscription plans are auto-renewing, meaning payments to a
subscription plan will be auto-renewed following the end of the
applicable subscription plan period. We will notify you via your
email address that your current subscription plan period is about to
expire before the end of such subscription plan.
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Pic-Time may make changes to the price of the subscription plan by
giving you written notice at least 30 days in advance, which
may be provided via the email address you submitted during the
registration process or directly through your Account. Such notice
will always give you sufficient time to cancel your subscription
before the new price goes into effect. By not canceling your
subscription plan, you accept the new price for the Services. may
terminate the Service in accordance with the Term and Termination
section below.
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Pic-Time may, and is not obligated to, offer special promotions from
time to time in connection with our subscription plans. We reserve
the right to change or cancel these promotions at any time and at
our sole discretion.
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PHOTO STORE
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The Platform enables the Photographers to offer Customers goods and
services, such as creating merchandise, printing the Content via
Photo Lab. As mentioned above, in order to use such service, the
Photographer is required to comply with certain technical
requirements, such as uploading the Content in high-resolution to
the Gallery.
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The Photographer must select a payment method before Customers can
order photos to print from the Gallery. Payment can be made through
a third-party payment service provider of your choice, or through
Pic-Time's own payment service provider..
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In the event that a purchase order via Photo Lab cannot be fulfilled
due to the unavailability of high-resolution Content, Pic-Time will
make a reasonable commercial effort to cancel the order and refund
the Customer. In the event the Gallery is set up in a revenue
sharing model in accordance with the applicable subscription plan,
any canceled orders will not be considered for revenue sharing.
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FOR THE AVOIDANCE OF DOUBT, NOTWITHSTANDING THE ABOVE UNDER THIS
SECTION HEADED "PHOTO STORE", PIC-TIME WILL NOT BE RESPONSIBLE FOR
REFUNDING CUSTOMERS WHO HAVE PLACED ORDERS THROUGH THE PLATFORM.
ONCE ORDERS ARE FULFILLED, MONIES PAID IN CONSIDERATION FOR ANY
ORDER ARE PASSED TO THE THIRD-PARTY PHOTO LAB AND ANY RETURNS AND/OR
REFUNDS ARE SUBJECT ENTIRELY TO THE RETURN AND/OR REFUND POLICY OF
THAT PHOTO LAB.
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FREE TRIAL
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Pic-Time may offer a 30-day free trial for a particular subscription
plan ("Free Trial") as determined by Pic-Time in its sole
discretion. If you wish to continue using the subscription plan
following the end of the Free Trial period, you will need to click
on the "Manage" button in your Account settings for such plan and
subscribe separately for the applicable subscription plan. We will
notify you via your email address that your Free Trial period is
about to expire before the end of the Free Trial.
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We will only allow you to sign up for one Free Trial under your
Account. As such, you may be blocked from using additional Free
Trials that may be offered in the future to other Photographers.
Free Trial eligibility is determined by Pic-Time at its sole
discretion and Pic-Time may limit the eligibility to a Free Trial
due for any reason including, an abuse or a breach of the Agreement.
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Pic-Time reserves the right to revoke or terminate a Free Trial if
Pic-Time, in its sole discretion, determines that you are not
eligible.
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STORAGE AND BACK UP PLANS
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Pic-Time offers a few backup-storage plans ("Storage Service")
for registered Photographers Accounts. This Storage Service is
intended to provide a backup location for the files and not as the
primary storage for the Content. Although Pic-Time makes its best to
keep this storage safe and secure, by using this Storage Service you
acknowledge that in the event of loss of data or break-in Pic-Time
will not be held accountable for the damages.
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Pic-Time may, at its sole discretion, change the Storage Service
provided in these plans or change the plan structure. Pic-Time can
choose, at its sole discretion, to remove an Account from any of the
Storage Service plans. A notification will be made public prior to
these changes and it is your responsibility to stay updated.
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Payments for these Storage Service plans are made automatically by a
third party service provider selected by Pic-Time. The payments are
made in advanced on a monthly basis. Canceling any Storage Service
plan will be effective from the next payment. No refund will be made
on cancelation. A refund will be made in the cases where the Storage
Service was inactive for a period that is longer than 24 hours.
Pic-Time is using various backup and network acceleration systems.
Please note, removing Content completely from the Pic-Time Platform
may take time and will not be immediate.
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PIC-TIME SOFWARE, AI SPECIFCATIONS AND SHARING CONTENT
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Pic-Time Software. As part of the Photographer's use of the
Platform, it will be required to install the Software (as such term
is described in the EULA) that optimizes and enhances the storage
utilization and upload of the pictures uploaded to Pic-Time's
Platform. For the End User License Agreement ("EULA") of the
uploading Software please read HERE.
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Prior using the Software please read the EULA in the link above,
describing the full terms of using such Software.
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AI Specifications.
PLEASE READ THE AI FEATURE TERMS AND CONDITIONS
HERE,
which governs the use of Pic-Time's artificial intelligence ("AI")
features ("AI Features") as defined thereunder. The AI Terms
governs the specifications of Pic-Time AI Features and is an
integral part of this Agreement. IF YOU ARE USING THE AI FEATURES AS
PART OF THE SERVICES, YOU ACKNOWLEDGE AND AGREE THAT PIC-TIME HAS NO
RESPONSIBILITY OVER THE OUTPUT (AS DEFINED IN THE AI TERMS).
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Sharing Content . By giving permission to third party
to view its Content, the Photographer represents and warrants that
it is at its sole responsibility and risk that such third party is
then able to use, print, etc. such Content and, also, to continue
sharing such Content with others.
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THIRD PARTY SERVICES AND INTEGRATIONS
Photographer may enable third party services and integrations for use with
the Services, such as online applications, or services that connect with the
Services ("Third Party Services"). Any use by Photographer of such
Third-Party Services is solely the responsibility of the Photographer and
the applicable third-party provider. By enabling Third-Party Services,
Photographer is expressly instructing Pic-Time to obtain all authentications
records, Photographer's confidential data, and personal data, which is
necessary to facilitate the integration and provide the Services to the
Photographer. Photographer acknowledges that providers of such Third-Party
Services may have access to data provided by Photographer in connection with
the interoperation and support of such Third-Party Services with the
Services. To the extent Photographer authorizes the access or use of a
Third-Party Service, such Third-Party Service terms will govern, and
Pic-Time shall not be responsible for, any use, disclosure, modification or
deletion of such Third-Party Service or for any act or omission on the part
of such third-party provider or its service. Pic-Time disclaims any
liability or responsibility for errors as a result of the integration with
Third Party Service integration, and it is hereby explicitly stated that any
errors or omissions which occur due to such integration with Third Party
Services are not subject to Pic-Time support services.
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REPRESENTATIONS AND WARRANTIES
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10.1.Each of party represents and warrants that: (a) the Agreement
constitutes a valid and legally binding obligation of it,
enforceable against it in accordance with its terms; (b) it has all
requisite corporate power and authority to enter into, deliver, and
perform its obligations under the Agreement; and (c) the entering
into of the Agreement or the performance by it of its obligations
under the Agreement do not and will not violate any other obligation
or agreement, law or regulation by which it is bound or to which it
is subject.
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10.2.The Photographer further hereby represents and warrants, as
follows: (i) it has full rights and power to upload and display any
Content on the Service and that such Content will be original and
will not infringe upon any intellectual property or other rights of
any person, whether contractual, statutory or common law; (ii) it
will not commit any act which brings Pic-Time into public disrepute
or which will otherwise disparage or harm us in anyway; and (iii) it
will comply with all applicable federal, state and local laws,
regulations, and administrative guidelines with respect to its use
of the Service and otherwise.
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10.3.The Photographer and the Customer represent and warrant that it
shall not, nor agree, authorize or encourage any third party to: (i)
use the Service in a non-compliant, unlawful, illegal, fraudulent or
inappropriate manner; (ii) circumvent, disable or otherwise
interfere with security-related features of the Service or prevent
others from using the Service; (iii) modify, create a derivative
work of, reverse engineer, disassemble the Service; (iv) remove,
deface, obscure, or alter the Service or any content therein
including any copyright notices, trademarks, or other proprietary
rights provided as part of the Service; (v) use the Service to
promote, conduct, or contribute to fraudulent, illegal or otherwise
inappropriate activities, including without limitation, deceptive
impersonation; or (vi) otherwise use the Service in any unlawful
manner or in breach of the Agreement.
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TERM AND TERMINATION
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11.1.The term of this Agreement will commerce on the date of your
completed registration for use of a Services and continue until
terminated by either you or Pic-Time as applicable ("Term").
Pic-Time may terminate the Agreement, your access to all or any part
of the Services at any time, with or without cause and with or
without notice, effective immediately. Termination of the Agreement
will be without prejudice to any rights or obligations which arose
prior to the date of termination.
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11.2.You may terminate the Agreement and your use of the Services at
any time. If you wish to terminate your use of the Services, you may
do so by: (i) simply stopping to use the Services; (ii) sending us a
request to delete your Account via:
support@pic-time.com
; or (iii) if you subscribed to a plan, you may terminate such
subscription plan in accordance with the Subscription Fees and plan
Recurring Payments Section above. Such termination may result in the
destruction of all information and data associated with your use of
the Service.
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11.3.You may cancel your subscription plan, at any time, by sending
us an email at
support@pic-time.com
, at least 5 business days before your next payment date.
Should you choose to cancel your subscription plan, your access to
such subscription plan and any related features will continue
through the end of your billing period, as applicable, and expire
thereafter and you may be downgraded to the free Services. To the
extent permitted by applicable law, any fees paid for your purchase
of a subscription plan are non-refundable and we do not provide
refunds for any partial subscriptions. If you have taken advantage
of a Free Trial offer, which has not yet expired, the subscription
will end immediately.
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11.4.Upon the expiry or termination of the Agreement, for whatever
reason, all Licenses automatically and without further actions cease
to apply and shall revert to Pic-Time and you shall cease your use
of the Services.
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11.5.All sections detailed herein which by their nature are intended
to survive termination, shall survive termination or expiration for
any reason.
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PRIVACY AND DATA PROTECTION
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12.1.As part of the Service, we may be required to collect access or
process certain information with respect to the Photographer and
Customers. Please review our
Data Processing Agreement
, which has been incorporated herein as an integral part of the
Agreement, to learn more regarding how we collect, use and share
Personal Data. Our
Privacy Policy
will apply with respect to any other instances relating to the use
of the Service and is also incorporated herein by reference.
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CONFIDENTIALITY
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13.1.For the purpose of the Agreement, "Confidential Information"
shall mean any non-public, proprietary, confidential or trade secret
information of a party that a reasonable person or entity should
have reason to believe is proprietary, confidential, or
competitively sensitive, including, without limitation, business
procedures, technology and any related documentation, client or
customer lists, developments, business partners or other information
disclosed by a party ("Disclosing Party") to the other party
("Receiving Party") either directly or indirectly in any
form, including, without limitation, in writing or orally.
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13.2.Confidential Information shall not include any information
which: (i) was known to the Receiving Party or in its possession at
the time of disclosure without any confidentiality obligation; (ii)
becomes publicly known and made generally available after disclosure
by the Disclosing Party to the Receiving Party through no action or
inaction of the Receiving Party; (iii) is independently developed by
the Receiving Party without reliance on or use of the Confidential
Information or any part thereof and the Receiving Party can show
written proof of such independent development; (iv) required to be
disclosed by applicable law, regulatory authority or a valid court
order, provided that the Receiving Party shall provide the
Disclosing Party with reasonable prior written notice of the
required disclosure in order for the Disclosing Party to obtain a
protective order and the disclosure shall be limited to the extent
expressly required; (v) is approved for release by prior written
authorization of the Disclosing Party; or (vi) the Receiving Party
can demonstrate was disclosed by the Disclosing Party to a third
party without any obligations of confidentiality.
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13.3.During the term of this Agreement and for a period of three (3)
years thereafter, each party agrees that it will not disclose or use
the Confidential Information of the Disclosing Party without the
Disclosing Party's prior written consent. Each party agrees that it
will take reasonable steps, at least substantially equivalent to the
steps it takes to protect its own Confidential Information, during
the term of the Agreement and for a period of one (1) year
thereafter to prevent the disclosure of the other party's
Confidential Information other than to its employees, affiliates,
subsidiaries or other agents who must have access to such
Confidential Information for such party to perform its obligations
or exercise its rights hereunder, who will each agree to comply with
this section. This Confidentiality Section shall survive any
termination or expiration of the Agreement as set forth herein.
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INTELLECTUAL PROPERTY RIGHTS
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14.1.The Service and any part thereof (excluding the Photographer's
Intellectual Property, as defined below) are the exclusive property
of Pic-Time and are protected by copyright, trademark and other
intellectual property laws and treaties. All rights related to the
Service are owned solely by Pic-Time or its licensors and the
Agreement do not convey any title or ownership rights to the
Photographer. Except as provided herein, Pic-Time retains all
right, title and interest in and to the Service and related marks,
logos and content, trademarks, service marks, trade names, trade
dress, domain names, patents, inventions, trade secrets, copyrights,
database rights, including without limitation any derivatives,
improvements and modifications thereto, and all other intellectual
or industrial proprietary rights (including know-how), therein.
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14.2.Except as provided herein, the Photographer retains all right,
title and interest in and to the Content and any related marks,
logos, and all intellectual property rights therein ("Photographer's
Intellectual Property"). Subject to the terms and conditions of
this Agreement, the Photographer grants Pic-Time a revocable,
limited, license, during the term of the Agreement, to use the
Photographer's Intellectual Property solely for the purpose of
providing the Service under the Agreement.
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14.3.If Pic-Time receives any feedback (e.g., questions, comments,
suggestions etc.) regarding the Service ("Feedback"), all
rights, including Intellectual Property Rights in such Feedback
shall belong exclusively to Pic-Time and to the extent required by
applicable law, you hereby irrevocably transfer and assign all
Intellectual Property Rights you may have in such Feedback to
Pic-Time and waive any and all moral rights that you may have in
respect thereto.
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14.4.Nothing in the Agreement shall be construed as transferring any
right, title or interest to you or any third party, unless
explicitly stated hereunder. Pic-Time and its licensors reserve any
and all rights not expressly granted in the Agreement. The
provisions of this section shall remain in full force and effect
after termination or expiration of the Agreement for whatever
reason.
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14.5.As Pic-Time respects the intellectual property, privacy, and
publicity rights of others, we are doing efforts to help and prevent
infringements or violations. If you (as copyright owner or an agent
representing the copyright owner) believe your Content appears on
this website without your consent and you wish to have it removed,
please write us a request at:
legal@Pic-Time.com
.
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COPYRIGHTS POLICY
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15.1.We have a clear copyright policy regarding any Content
suspected or claimed to be infringing third party's copyrights,
which further incorporates the
Digital Millennium Copyright Act
of 1998 ("DMCA"). Accordingly, we have registered and
appointed a designated agent on behalf of Pic-Time ("Agent"),
to handle any complaints regarding copyright infringement. We will
respond within a reasonable amount of time to claims of copyright
infringement committed using the Service that are reported to the
Agent.
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15.2.In the eventyou are a copyright owner, or authorized to
act on behalf of one, and you believe in good faith that any Content
has been used or exploited in a manner that infringes or violates
any work or other intellectual property you own or control or that
of a third party which you are authorized to act on its behalf,
please report the alleged copyright infringement by submitting a
DMCA notice
of alleged infringement (" DMCA Notice").
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15.3.You can submit a DMCA Notice by: Sending our Agent, a DMCA
notice at: dmca@pic-time.comthat includes the following
information:
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Which copyrighted work or material that you claim has been infringed,
sufficient information to enable us to locate the material, including at
a minimum, the URL of the link(s) shown on the website where such
material may be found and screenshots of such material. If multiple
copyrighted works are covered by this DMCA Notice – please provide a
representative list of the applicable copyrighted works.
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Your contact information – name, mailing address, telephone number, and
email address.
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Both of the following statements in the body of the DMCA Notice:
"I hereby state that I have a good faith belief that the disputed use
of the copyrighted material or reference or link to such material is not
authorized by the copyright owner, its agent, or the law (e.g., as a
fair use)."
"I hereby state that the information in this DMCA Notice is accurate
and, under penalty of perjury, that I am the owner, or authorized to act
on behalf of the owner, of the copyright or of an exclusive right under
the copyright that is allegedly infringed."
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A physical or electronic signature of a person authorized to act on
behalf of the owner of the applicable copyright that has been allegedly
infringed.
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Upon receipt of a valid DMCA Notice (with all the information requested
and detailed above), we will remove or disable access to any Content
that we believe, in good faith and at our discretion, is infringing the
copyrights or other intellectual property rights of third parties, and
where applicable, we may notify the alleged infringer that we have
removed or disabled access to such Content.
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Be sure to consider whether fair use, fair dealing, or a similar
exception to copyright laws applies before you submit the DMCA Notice.
Please note that, the submission of a DMCA Notice will trigger a legal
process, and therefore, it is important not to make any false claims. In
addition, it is important that you keep in mind that when you submit a
DMCA Notice, we are relying on the information provided by you. Any
person who knowingly misrepresents that certain material, content or an
activity is infringing, shall be liable for any damages, including costs
and attorneys' fees, incurred by the alleged infringer, any copyright
owner, copyright owner's authorized licensee or Pic-Time, who was
damaged by such misrepresentation. Please remember that there are legal
and financial consequences for fraudulent or bad faith submissions.
Therefore, before you submit a DMCA Notice, be sure that you are the
actual rights' holder of the content or that you are legally able to
represent such rights' holder and understand the repercussions of
submitting a false claim.
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DISCLAIMER OF WARRANTIES
EXCEPT AS OTHERWISE PROVIDED HEREIN, THE SERVICES AND PLATFORM ARE PROVIDED
ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND,
EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, REPRESENTATIONS,
WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE, TITLE, NON-INFRINGEMENT, AND THOSE ARISING BY STATUTE OR FROM A
COURSE OF DEALING OR USAGE OF TRADE. EXCEPT AS PROVIDED HEREIN, PIC-TIME
DOES NOT WARRANT THAT THE SERVICE AND PLATFORM WILL OPERATE ERROR-FREE, OR
THAT THE PLATFORM OR SERVICE ARE FREE OF VIRUSES OR OTHER HARMFUL CODE OR
THAT IT WILL CORRECT ANY ERRORS IN THE SERVICE. YOU AGREE THAT PIC-TIME
WILL NOT BE HELD RESPONSIBLE FOR ANY CONSEQUENCES TO YOU OR ANY THIRD PARTY
THAT MAY RESULT FROM TECHNICAL PROBLEMS, INCLUDING WITHOUT LIMITATION IN
CONNECTION WITH THE INTERNET OR ANY TELECOMMUNICATIONS. WE MAKE NO
REPRESENTATIONS OR WARRANTIES THAT THE SERVICE AND PLATFORM IS OR WILL BE
AVAILABLE FOR USE IN ANY PARTICULAR LOCATION OR AT ANY SPECIFIC TIME OR THAT
THE PHOTOGRAPHER WILL PROFIT OR DERIVE ANY ECONOMIC BENEFIT FROM THE
SERVICE. EXCEPT AS EXPRESSLY STATED HEREIN, PIC-TIME DOES NOT MAKE ANY
REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED,
AS TO THE SECURITY OF ANY INFORMATION, DATA OR CONTENT YOU MAY PROVIDE OR
ACTIVITIES YOU ENGAGE IN DURING THE COURSE OF YOUR USE OF THE SERVICE AND
PLATFORM. YOUR USE OF THE SERVICE AND PLATFORM IS AT YOUR OWN RISK AND
RESPONSIBILITY. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF CERTAIN
WARRANTIES, SO TO THAT EXTENT CERTAIN EXCLUSIONS SET FORTH HEREIN MAY NOT
APPLY.
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LIMITATION OF LIABILITY
YOU ACKNOWLEDGE AND AGREE THAT TO THE FULLEST EXTENT PERMITTED BY LAW,
PIC-TIME (INCLUDING, WITHOUT LIMITATION, ITS AFFILIATES AND THEIR
RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, COLLECTIVELY: "AFFILIATES"),
AS WELL AS ITS VENDORS, DISTRIBUTORS, THIRD PARTY LICENSORS, OR EQUIPMENT
AND SERVICE PROVIDERS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL,
CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES OR DAMAGES FOR LOST PROFITS,
INTERRUPTION, LOSS OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, DEVICE FAILURE,
OR MALFUNCTION, OR DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE
PLATFORM OR SERVICES EVEN IF PIC-TIME WAS ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES. FURTHERMORE, WE WILL NOT BE LIABLE OR RESPONSIBLE FOR ANY
FAILURE TO PERFORM, OR DELAY IN PERFORMANCE OF, ANY OF OUR OBLIGATIONS
HEREIN THAT IS CAUSED BY AN EVENT OUTSIDE OF OUR CONTROL (I.E., ANY ACT OR
EVENT BEYOND OUR REASONABLE CONTROL). PIC-TIME AND ITS AFFILIATES SHALL BEAR
NO RESPONSIBILITY AND SHALL NOT BE HELD LIABLE FOR ANY OF THE CONTENT MADE
AVAILABLE VIA ITS SERVICE AND SUCH RESPONSIBILITY OR LIABILITY SHALL BE
SOLELY THAT OF THE APPLICABLE PHOTOGRAPHER OR SERVICE PROVIDER AS
APPLICABLE. IN NO EVENT SHALL PIC-TIME AND ITS AFFILIATES' AGGREGATE
LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATED TO THE AGREEMENT AND THE
SERVICE, TO THE FULLEST EXTENT POSSIBLE UNDER APPLICABLE LAW, EXCEED THE
AMOUNT OF THE AGGREGATE CONSIDERATION RECEIVED BY PIC-TIME FROM PHOTOGRAPHER
IN THE 6 MONTHS PRECEDING THE FIRST CLAIM TO ARISE OUT OF THE AGREEMENT.
THIS LIMITATION OF LIABILITY DOES NOT AFFECT PIC-TIME 'S LIABILITY FOR ANY
OTHER LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
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INDEMNIFICATION
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18.1.Photographer shall indemnify, defend, and hold Pic-Time and
its Affiliates from and against any claim, action, loss, liability,
damage, penalty, cost or expense (including reasonable attorney
fees) that Pic-Time may suffer or incur as a result of: (a) any
failure by the Photographer to comply with the terms of the
Agreement; (b) any negligence or willful misconduct of the
Photographer; (c) any alleged or actual violations by the
Photographer of any applicable law, regulation or rule; or (d) any
infringement of third party rights, including intellectual property
rights and privacy rights, resulting from the Photographer's actions
or omissions (including the Content). Photographer will fully
cooperate with Pic-Time in the defense and settlement of any
third-party claim and at Pic-Time 's demand will assume
responsibility for the investigation, preparation, defense, trial
and settlement of such claim, with the express provision that
Photographer will not settle the claim without Pic-Time 's prior
written explicit approval.
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MISCELLANEOUS
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19.1.Dispute Resolution, Governing Law and Jurisdiction. In the
event of any dispute that you may have with us, you hereby agree to
first contact us at:
support@pic-time.com
and attempt to resolve the dispute with us informally. If we were
unable to re-solve the dispute with you informally, we each hereby
agree that any dispute, controversy or actions arising out of or
relating to the Agreement shall be heard and determined exclusively
in any state or federal court located in New York, New York (or in
any appellate courts thereof). The Agreement are governed by and
construed in accordance with the laws of the State of New York
without giving rise to any conflict of law principles therein.
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19.2.Relationship of the Parties.Each party hereunder is
considered an independent contractor. Nothing herein shall be deemed
or construed to create a joint venture, fiduciary or agency
relationship between the parties for any purpose.
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19.3.Assignment. The Agreement may not be assigned or transferred by
you without Pic-Time's prior written consent.
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19.4.Force Majeure. Pic-Time shall be liable for any delay or
failure to perform if and to the extent that such delay or failure
to perform is caused or otherwise brought about by circumstances
beyond Pic-Time's reasonable control, including strikes, lockouts,
labor troubles, restrictive government or judicial orders or
decrees, riots, insurrection, war, terrorism, Acts of God (including
a pandemic), and/or inclement weather, which Pic-Time is unable to
prevent by the exercise of reasonable due diligence.
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19.5.Entire Agreement. The Agreement, including all exhibits hereto
and any links included herein, contains the entire agreement of the
parties, and supersedes any prior oral or written agreements or
understanding between the parties.
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19.6.Severability. Should any one or more of the provisions of the
Agreement be determined to be invalid, unlawful, or unenforceable in
any respect, the validity, legality, and enforceability of the
remaining provisions of the Agreement shall not in any way be
affected or impaired by such determination and will remain in full
force and effect, and the provision affected will be construed so as
to be enforceable to the maximum extent permissible by law.
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19.7.Waiver. Any delay or omission by either party to exercise any
right under the Agreement shall not be construed to be a waiver of
such right. A waiver by either party of any of the performance
provisions of the Agreement shall not be construed to be a waiver of
any succeeding performance or breach.
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19.8.Contact Us. For questions regarding your Account, please
contact us at:
support@pic-time.com
; If you have any general questions with respect to the Agreement
please contact as at:
info@pic-time.com
.