This website and the associated online services are provided by ImageBrief, Inc, a Delaware Corporation.
IF YOU ARE CREATING AN ACCOUNT ON BEHALF OF A BUSINESS OR GOVERNMENT ENTITY THE NAME OF WHICH IS ENTERED IN THE CUSTOMER ACCOUNT DETAILS, BY ACCEPTING THESE TERMS YOU ARE WARRANTING TO IMAGEBRIEF THAT YOU ARE AUTHORIZED BY THE BUSINESS OR GOVERNMENT ENTITY TO DO SO AND TO BIND THE BUSINESS OR GOVERNMENT ENTITY BY YOUR ACCEPTANCE OF THESE TERMS. IN THAT CASE, "YOU" AND "USER" REFER TO THE BUSINESS OR GOVERNMENT ENTITY NAMED IN THE CUSTOMER ACCOUNT DETAILS (AND ANY SUCCESSOR ENTITY OR ASSIGNEE OF THE BUSINESS).
- "Award" and "Awarded" means the selection of an image or images by an Image Buyer, agreement to and payment of the Award Amount applicable (except in the case of approved account holders under clause 6 below) by an Image Buyer using the Site;
- "Award Amount" means the amount agreed to be paid by the Image Buyer for an image or images offered by an Image Provider and Awarded by the Image Buyer which, along with any Local Taxes payable, must be paid to ImageBrief on the Image Provider's behalf by the Image Buyer;
- "Brief" means a specification by the Image Buyer of its requirements for an image launched on the Site, in response to which Image Providers may submit images for review and consideration by the Image Buyer;
means information regarding the business, licensing practices, marketing
or technical operations of ImageBrief or any User ("the discloser"), regarding business of the discloser,
including but not limited to on the Site itself, or regarding its clients that comes into possession of
another User ("the recipient") pursuant to or as a result of use of the Site but does not include:
- (a) information which is at the time of being acquired or thereafter becomes part of the public domain through no act or omission of the recipient;
- (b) information which was otherwise lawfully in the possession of a recipient, prior to acquisition, as shown by written records;
- (c) information which is after the date of this Agreement lawfully disclosed to a party by a third party which did not acquire the information under an obligation of confidentiality to the discloser or the disclosure;
- "ImageBrief" means the entity first hereinbefore referred to, or any successor in title, or any related body corporate or affiliate nominated for the purpose of provision of any of the Services in any country;
- "ImageBrief Fee" means the amount to be deducted from the Award Amount, plus any Local Taxes payable, under an Image Licence that is payable to ImageBrief, as specified by ImageBrief from time to time;
- "Image Buyer" means a User that launches a Brief on the Site or otherwise requests a license in respect of an image through the Site;
- "Image Licence" means a contract entered into by an Image Buyer with an Image Provider under which the Image Provider licenses the Image Buyer to use one or more images identified in the Image Licence, on the terms and subject to the conditions set out in the Image Licence, in return for payment of an agreed fee;
- “Marketplace Contributor Agreement” and “Contributor Agreement” means a contract entered into by an Image Buyer with ImageBrief under which the Image Provider grants ImageBrief a license to market, sell and distribute Image Providers images on the terms set out in the Marketplace Contributor Agreement at the time of agreeing to the contract.
- "Image Provider" means a User who submits images to the Site for review and consideration by an Image Buyer;
- "Image Provider Fee" means an amount that is payable to the Image Provider by ImageBrief which equals the Award Amount after deduction of ImageBrief Fee (plus any Local Taxes);
- "Local Taxes" means any value-added tax, sales tax, goods and services tax or other tax or duty imposed on any transaction entered into under this Agreement that by local law must be added to any fees charged or in respect of any supply made under this Agreement that must be collected by ImageBrief or the Image Provider;
- "Services" means the services offered by ImageBrief on this Site from time to time, which are offered subject to these Terms;
- "Site" means www.imagebrief.com or any other website that is operated by ImageBrief, and includes the whole or any part of the web pages located at www.imagebrief.com (including but not limited to any elements of design, underlying code, text, sounds, graphics, animated elements or any other content);
- "User Account" means an online account with ImageBrief which enables an eligible User to access secure regions of the Site.
2. ImageBrief Service
ImageBrief provides a service whereby:
- (a) an Image Buyer may launch a Brief on the Site and Image Providers may respond to the Brief by offering images for license and the Image Buyer may request a license in respect of an image displayed on the Site for license from time to time; and
- (b) an Image Provider whose image in not licensed pursuant to (a) may have his/her images also made available for sale by all Users on the Site by agreeing to a Marketplace Contributor Agreement, and an Image Buyer may choose to license one or more of these images on the Site by agreeing to a License Agreement.
ImageBrief may (and is hereby expressly authorized by Image Providers to do so) in conjunction with the Services:
- (a) enter into an agreement with Image Buyers at its discretion under which ImageBrief licenses to Image Buyers (or potential Image Buyers) reduced scale versions of images provided by Image Providers on a complimentary basis on very limited terms solely to enable the images to be used to create comps and layouts and/or to be shown to and assessed by the Image Buyers’ internal management and/or clients prior to launching a Brief or entering an Image.
- (b) enter into such customized licensing arrangements, as ImageBrief may in its discretion determine, with Image Providers and/or Image Buyers (or potential Image Buyers) with respect to any images agreed to be licensed by such Image Providers on such terms; and
- (c) allow Users to send and post watermarked low resolution thumbnail images of the Image Provider’s images on the Site along with attached hyperlinks back to the image on the Site, to certain of User’s social media accounts for purposes of discussion regarding which images to license.
3. User Accounts
- (1) When a User creates a User Account (or authorizes a User Account to be created in User’s name) in order to use the Services, the User will be provided with a username and will select a password (a “User Account”).
- (2) User agrees to keep User Account password/s confidential and secure at all times and not to provide User’s username and password to any person or entity that is not acting on the User’s behalf and for the User’s benefit. The User may not provide access to the Site to unauthorized third parties for any reason whatsoever.
By creating a User Account, User represents and warrants that:
- (a) in the case of a natural person, the User is at least eighteen (18) years of age;
- (c) the information provided by the User to create the User Account is current, true and correct in every detail;
User acknowledges and agrees that:
User will, upon request by ImageBrief, provide all documentation and information that ImageBrief may reasonably require in order to verify:
- (i) User’s authorship of, ownership of, and/or rights to any image uploaded by User to the Site and/or licensed through the Site by an Image Provider and any other rights necessary in order to license and use an Image Provider’s image pursuant to an Image License, including, but not limited to, model releases, prop releases, location release(s), trademark releases or other documents evidencing necessary rights clearances;
- (ii) Image Buyer’s permissible use of any image in accordance with the Image License relating to it;
- (iii) the identity of the User or author of an image, including but not restricted to copies of passports, identity cards or drivers licenses;
- (b) certain information submitted by the User when creating a User Account may be made available to other Users in the ordinary course of provision of the Services, such as the identification of Image Providers to Users, including Image Buyers, and vice versa in order to facilitate and create Image Licenses notwithstanding any privacy or other laws or telecommunications regulations which would otherwise restrict ImageBrief from making a disclosure of the identity of the User.
- (d) User will not use the Site, the Services or the User Account in a malicious, fraudulent or illegal manner;
- (e) User will not use the Site, the Services, any Brief or the User Account to complete, or attempt to complete any commercial transaction between Users outside of the Site, including but not limited to the offer or supply of images or video files currently, previously held, displayed on the Site or transacted in relationship created by ImageBrief that results in ImageBrief not being paid commissions due under the membership plan that the User belonged to at the time the relationship was created.
- (a) User will, upon request by ImageBrief, provide all documentation and information that ImageBrief may reasonably require in order to verify:
4. Image Buyers seeking the license of an image
- (1) An Image Buyer may launch a Brief or otherwise offer to license an image using the Site by the completion of the details specified as required for the Brief or license pricing available on the Site from time to time.
A Brief or license offer will include such information as specified and in the manner made available in the Site by ImageBrief from time to time, which may include the following:
- (a) the contemplated licence fee or range of licence fees the Image Buyer is prepared to pay;
- (b) the number of images required;
- (c) the intended uses of the image or images, including territory of use, and/or restrictions on usage to which the Image Buyer will submit under the conditions of the grant of a licence;
- (d) the period of time for which the image or images, as the case may be, will be licensed;
- (e) whether the Image Buyer requires any special conditions to be agreed by the Image Provider, such as exclusivity or specific limitations on re-use of the image or images Awarded;
- (f) the due date for the provision of images for review and a potential Award by the Image Buyer; and
- (g) whether the Image Buyer requires the Brief to be treated as confidential by Image Providers.
- (3) An Image Buyer must not include in a Brief any material which is or may be defamatory, racially, religiously or sexually discriminatory or vilifying, offensive, in breach of a duty of confidentiality owed to anyone, in breach of any contract or otherwise unlawful; see also sections 9 (Confidentiality) and 10 (Intellectual Property Rights).
- (4) By launching a Brief, the Image Buyer agrees to be bound by the terms of an Image License (other than the terms that are to be finalized as part of the Award process, which will be included in the final form of the Image License). An Image Buyer is not obliged to Award any image as a consequence of launching a Brief or making a license offer, but if the Image Buyer Awards an image or images while the Brief remains open, the Image Buyer must enter and be bound by the terms of the Image License with the Image Provider.
- (5) In addition, if ImageBrief makes any uploaded images image available for license on the Site, an Image Buyer may request a license of the image using the facility available on the Site for such requests, providing the information relevant to such license required by such facility.
- Such request will otherwise be deemed to be made subject to the terms of an Image License (other than the terms that are to be finalized as part of the Award process, which will be included in the final form of the Image License). If the Image Buyer agrees to the terms of such license either a) proposed by the Image Provider in response to such request, or b) subsequently uploaded to the marketplace for sale, then the Image Buyer may (but is not obliged to) Award such image and will as a consequence of such Award be bound by the terms of the Image License created as a result of Awarding the image.
- (7) An Image Buyer may, but is not obliged to, provide an Image Provider with a rating or feedback on any images submitted by the Image Provider in response to a Brief.
Image Buyer acknowledges that:
- (a) ImageBrief may impose a limit to the number of entries that an Image Provider may submit in response to a Brief;
- (b) an Image Buyer may Award multiple entries submitted by one or more Image Providers.
5. Image Providers uploading images and offering images for license
An Image Provider may:
- (a) respond to a Brief by submitting one or more images which it wishes to enter in response to the Brief within the time permitted by the Brief for all entries by using the process for responding to a Brief made available by ImageBrief in the Site;
- (b) elect to have their images made available for sale after the Brief has closed; or
- (c) otherwise offer images for license through the Site by uploading versions of the images to the Site using the facilities offered by ImageBrief for that purpose from time to time.
By submitting an image in response to a Brief the Image Provider agrees to the terms of an Image License (other than where the terms of the Brief are to be finalized as part of the Award process, which will be included in the final form of the Image License) and will specify the following:
- (a) the license fee applicable for each image;
- (b) any variations from the Image Buyer’s proposed usage, period of usage, exclusivity or other special conditions. NOTE: (i) any variations to the Image Buyer’s terms must be expressed in simple terms in the language of the Site and capable of being accepted/rejected by the Image Buyer as there is no provision for negotiation of Image License terms on the Site; and (ii) if the Image Provider does not specify the requirement of attribution in its submission then the author's consent will be taken as given (if an Image Provider other than the author submits the image, the Image Provider must have obtained such consent from, and give it behalf of, the author) for the use of the image without attribution of the author; and
- (c) if the Image Buyer has required the Brief to be treated as confidential, the Image Provider’s agreement to the terms of the Non-Disclosure Agreement accompanying the Brief.
- (d) If the Image Provider proceeds with the submission of an image or images in response to a Brief which is/are then Awarded, the Image Provider will be bound by the terms of such Image Licence.
- (e) If the Image Provider wishes to make an image available for license through the Site after the period of the Brief has officially closed, by agreeing to the Marketplace Contributor Agreement, then the Image Provider agrees to the terms of the Marketplace Contributor Agreement made available to them at the time of submission and the images will be made available for sale under the conditions of this agreement.
- (3) An Image Provider must not include in any entry or in any image submitted for license any material which is or may be defamatory, racially, religiously or sexually discriminatory or vilifying, offensive, in breach of a duty of confidentiality or privacy owed to anyone, in breach of the intellectual property rights and/or moral rights of an author of the image, in breach of any contract or otherwise unlawful; see also sections 9 (Confidentiality) and 10 (Intellectual Property Rights).
Image Provider acknowledges that:
- (a) ImageBrief may impose a limit to the number of entries that an Image Provider may submit in response to a Brief;
- (b) an Image Buyer may Award multiple entries submitted by one or more Image Providers.
By uploading an image to the Site, Image Provider expressly grants ImageBrief a perpetual, non-exclusive, worldwide right and license (with the right to sublicense) to use, display, copy, transmit, reformat, resize, create collective works and distribute such image for any purpose on, or in connection with, the Site or the promotion thereof, or for ImageBrief’s business, business divisions, or for User discussion purposes, in any media now known or later developed. Image Provider represents and warrants that you will not upload any image to which you do not have the full right to grant the license specified in this Section and that ImageBrief (and its sub-licensees) shall be free to exercise the rights to your image granted by you herein without obtaining permission or license from any third party and without reference to you or any other person. Such rights shall include, but not be limited to, the right to:
- (a) display any image made available by the Image Provider for license or public viewing on the Site, whether such image is offered in response to a Brief, at ImageBrief’s request, or otherwise, and in such manner as ImageBrief may consider reasonable. ImageBrief is not obliged to display any image or to do so in any particular manner;
- (b) reproduce, communicate and publish any images supplied by Image Providers, with or without attribution, as ImageBrief may determine necessary for the purpose of marketing the Site and the Services of itself or divisions;
- (c) delete images from time to time in accordance with ImageBrief’s image retention/deletion policy as stated on the Site from time to time;
- (d) create one or more reduced size “thumbnails” of the image, which may or may not be digitally watermarked as ImageBrief may consider necessary, and display the thumbnails in the area of the Site set aside for the Brief so that it may be considered by the Image Buyer, as well as allow Users to share the thumbnails through third-party social media channels for discussion purposes.
- (6) Image Provider expressly acknowledges and agrees that an Image Buyer may make reference to or use any image made available to ImageBrief for license or display on the Site in any Brief launched on the Site for the purpose of identifying its requirements, without the Image Buyer or any other Image Provider having any obligation to the Image Provider as to payment, any subsequent Award or otherwise.
- (7) If an Image Buyer requests a license of an Image Provider’s image displayed on the Site using the facility available on the Site for such requests, the Image Provider may (but is not obliged to) respond to such request providing such conditions and information required by the facility on the Site for responding to such requests. Such response will otherwise be deemed to be made subject to the terms of an Image License (other than the terms that are to be finalized as part of the Award process, which will be included in the final form of the Image License when agreed). If the Image Buyer agrees to the terms of such license proposed by the Image Provider in response to such request, the Image Provider will as a consequence of such Award be bound by the terms of the Image License with the Image Buyer.
- (8) Where the Image Provider has only provided a lo-res image to ImageBrief, upon any Award in respect of such Image the Image Provider will provide to ImageBrief the hi-res or other format image as required by the Award.
- (9) All images (other than thumbnails created for sharing purposes) will be securely stored and will not be released to anyone unless (a) the Image Buyer Awards one or more of the images, in which case only the hi-res images Awarded will be made available to the Image Buyer for download from the Site, (b) a comp license as contemplated by clause 2(2)(a) is granted, in which case a lo-res image will be made available by download for the limited use permitted by the comp license or (c) for the purposes of indexing for copyright and image theft monitoring services that the Image Provider grants ImageBrief permission to share for the sole purposes of copyright monitoring
- (11) Each of the Image Buyer and the Image Provider acknowledges and agrees that, unless otherwise agreed by ImageBrief in exceptional circumstances separately agreed, ImageBrief will not be a party to the License Agreement between the Image Buyer and Image Provider and, upon the making of the Awarded images available for download by the Image Buyer in accordance with this Agreement, ImageBrief shall bear no liability whatsoever to either the Image Provider or the Image Buyer in relation to any aspect of the Image License.
6. Fees and Charges
- (1) The Image Buyer acknowledges, confirms and agrees that the costs to be incurred by the Image Buyer for using the Services are as follows upon Award in respect of one or more images, the aggregate Award Amount for all images Awarded, plus any Local Taxes payable, will be payable by the Image Buyer to ImageBrief by credit card, PayPal, or on-account purchase for approved Image Buyers only.
The Image Provider acknowledges, confirms and agrees that:
- (a) within a period of 30 days after receipt of the Image Buyer’s payment in respect of an Award (for images purchased “on account” by approved Image Buyers only), ImageBrief will credit the Payoneer account of an Image Provider whose image has been Awarded an amount equivalent to the Image Provider Fee;
- (b) ImageBrief will be paid the ImageBrief Fee and is entitled to deduct the ImageBrief Fee.
- (c) Any special transfer fees, taxes or commissions related to the transfer of payment to the Image Provider will be deducted from the sale
Unless otherwise provided on the Site from time to time:
- (a) creation of a User Account by an Image Buyer is free;
- (b) creation of an ‘Explorer’ User Account by as an Image Provider is free.
Each of the Image Provider and the Image Buyer acknowledge, confirm and agree that:
- (a) ImageBrief may, in the sole and absolute discretion of ImageBrief, increase, decrease, modify, alter, introduce or remove any fee charged by ImageBrief for the Services, either permanently or temporarily;
- (b) ImageBrief will provide 30 days’ notice to existing Image Providers for any prospective change of the ImageBrief Fee or any other fees charged by ImageBrief for the Services, and these changes will only affect transactions that take place after the 30 day notice period has elapsed unless where these changes are beneficial to the Image Provider are agreed to in writing between ImageBrief and the Image Provider;
- (c) unless otherwise stated all fees are in US dollars.
7. Site Access
- (1) User agrees to use the Site in accordance with these Terms, and any other communicated policies or procedures which are posted on the Site from time to time. The User agrees to comply with all directions relating to the access and use of the Site.
- (2) ImageBrief will not provide the User with any software or hardware required to assist the User in gaining access to the Website or use the Services.
ImageBrief reserves the right, immediately, and without notice to the User, to suspend or to
terminate the right of the User to access the Site for any reason whatsoever, including if:
- (b) the User misuses the Site or fails to comply with the obligations of the User as to the use and access of the Site;
- (c) the User fails to comply with any other agreements, including but not limited to any Image Licence, Marketplace Contributor Agreement, or Non-Disclosure Agreement, policies or procedures as communicated by ImageBrief from time to time;
- (d) if ImageBrief removes or disables access to any material placed on the ImageBrief website by the User on 2 or more occasions in accordance with the ImageBrief Complaints Policy.
- (5) User acknowledges that access to the Service may be suspended or terminated at any time at the discretion of ImageBrief.
8. Site Availability
User acknowledges and confirms that:
- (a) the Site or any part of the Site may be temporarily or permanently unavailable;
- (b) ImageBrief makes no representation or guarantee that access to the Site will be secure, uninterrupted or error free;
- (c) ImageBrief makes no representation or assurances that the Site will satisfy the requirements of the User;
- (d) ImageBrief makes no representation or assurances that the Site will comply with any particular laws, regulations, codes or industry standards;
- (e) ImageBrief will not be liable to any User in the event of suspension of operation of or interruption to the Site or any part of the Site for any reason;
- (f) ImageBrief may change the Site or any part of the Site at any time and without notice to the User;
- (g) ImageBrief may, in its absolute discretion and without notice to the User, deny the User access to the Site or any part of the Site at any time and for any period of time.
9. Confidential Information
- (1) The User must treat as confidential all Confidential Information.
- (2) The User must not, without the prior written permission of ImageBrief, use or disclose Confidential Information to a third party, or otherwise use or exploit the Confidential Information.
- (3) The foregoing obligations and commitments not to disclose Confidential Information shall not apply to disclosure where required by law or a regulatory body.
- (4) The obligations of the User under this clause shall survive the termination of this Agreement.
10. Intellectual Property Rights
- (2) By submitting an image to the Site, User represents and warrants that the use of the image (including any content included in the image) by ImageBrief and/or an Image Buyer will not violate the rights of any third-party, including any copyright, trademark, privacy, or other personal or proprietary rights, and that the image does not contain libelous or otherwise unlawful, abusive or obscene materials, and that ImageBrief and Image Buyers may use the image without the need to seek or obtain permission or license from any third party.
- (3) In addition, Image Provider acknowledges that it is the sole responsibility of the Image Provider to ensure that it has all releases and clearances required to enter the image, including but not limited to any moral rights consents, model or location releases required.
- (4) ImageBrief will be entitled at its sole discretion, but not obliged, to request and receive production of any proof of ownership, rights, licenses, permits, releases or clearances that in its opinion may be required or which are required by any Brief. ImageBrief will be entitled, at its sole discretion, to refuse to allow an image to be entered in response to a Brief if, for any reason, it is concerned that there may be a dispute or legal claim of any kind arising from the image.
- (5) Image Providers should be aware that the grant of a right of exclusivity in respect of an image generally means that the copyright owner cannot use the image itself as well as not licensing it within the scope of the licensed usage, territory and license period. An Image Provider must ensure that it complies with any exclusivity or other condition attached to an Image License to which it is a party. It would be prudent for the Image Provider to avoid any form of dispute or complaint regarding exclusivity or other relevant condition by not licensing similar-looking or “end of roll” image within the scope of any exclusivity or other condition affecting a licensed image.
- (6) It is a condition of this Agreement that each Image Buyer must comply with the terms of each Image Licence into which it enters through use of the Site or the Services.
- (7) If an Image Buyer includes in any Brief any image or other work the copyright in which belongs to a third party, the Image Buyer must be licensed by the copyright owner to use the image for the purposes of the Brief and to permit ImageBrief to display and communicate the image in accordance with this Agreement.
- (8) ImageBrief will be entitled at its sole discretion, but not obliged, to request production of any proof of ownership or authorship, rights, licenses, permits, releases or clearances that in its opinion may be required for the purposes of the Brief. ImageBrief will be entitled, at its sole discretion, to refuse to allow a Brief to remain on the Site if, for any reason, it is concerned that there may be a dispute or legal claim of any kind arising from the Brief.
- (9) A User must not reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for any software underlying the Site or other intellectual property used to provide the Services, or to obtain any information from the Site, using any method not expressly permitted by ImageBrief.
- (10) Disputes or claims with respect to any image or Brief on the Site will be dealt with in accordance with ImageBrief’s Complaints Policy, which includes ImageBrief’s copyright compliance policy.
- (11) Copyright Infringement; US Notice and Take Down Procedures. The United States Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe that any materials on this Site infringe your copyright, you may request that they be removed. This request must bear a signature (or electronic equivalent) of the copyright holder or an authorized representative, and must: (a) identify the allegedly infringing materials; (b) indicate where on the Site the infringing materials are located; (c) provide your name and contact information; (d) state that you have a good faith belief that the materials are infringing; (e) state that the information in your claim is accurate; and (f) indicate that "under penalty of perjury" you are the lawful copyright owner or are authorized to act on the owner's behalf. If you believe that someone has wrongly filed a notice of copyright infringement against you, the DMCA permits you to send this Site a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA. See http://www.copyright.gov/ for further information. Our contact for copyright issues relating to this Site (including the notices and counter-notices) is: Copyright Agent, ImageBrief, Inc, Level 2. 43 W23 ST, New York, 10010, USA Email: email@example.com. You can view our copyrights complaint policy here. Please note that there are penalties for false claims under the DMCA.
If a User or any third party has a problem or difficulty with the Services or under an Image License, Non-Disclosure Agreement, Marketplace Contributor Agreement, or any of ImageBrief’s policies or procedures from time to time, ImageBrief may, but shall not be obliged to, deal with such a dispute in accordance with ImageBrief Complaints Policy.
14. Implied Terms
legislation avoids or prohibits provisions in a contract excluding or modifying the application of or
exercise of or liability under such condition or warranty, the condition or warranty shall be deemed to be
included in this Agreement. However, the liability of ImageBrief for any breach of such condition or
warranty shall be limited, at the option of ImageBrief, to one or more of the following, if the breach
relates to services:
- (a) the supplying of the services again; or
- (b) the payment of the cost of having the services supplied again.
15. Disclaimer and Exclusion of Liability
The User acknowledges that:
- (a) in accessing the Site,the User has relied on its/his/her own skill and judgment in the use of the Site and in determining its sufficiency for the use and results which User intends to obtain from the Site;
- (b) no promise, representation or warranty has been made by ImageBrief in respect of the profitability, benefits or any other consequence in the use of the Site, or in respect of the suitability of the Site to the operations, business or needs of the User.
- (2) The Site is provided "as is," and ImageBrief hereby expressly disclaims any and all warranties of any kind or nature, whether express, implied, or statutory. ImageBrief does not warrant or represent that the Site will be free from bugs or that the use of Site will be uninterrupted or error free, and ImageBrief does not make any other representations regarding the use, or the results of use, of the Site in terms of accuracy, reliability, or otherwise.
- (3) ImageBrief shall not be liable for any loss of use or goodwill, interruption of business, loss or inaccuracy of business information or data, lost profits, cost of procurement of substitute services, or any indirect, special, incidental, exemplary, or consequential damages of any kind regardless of the form of action, whether in contract, tort (including negligence), strict product liability, or otherwise, even if it has been advised of the possibility of such damages.
- (4) In no event shall ImageBrief, its agents, successors, subsidiaries, affiliates or assigns, and each of their respective officers, directors, employees be liable to any User of the Site or any other person or entity for any direct, indirect, special, incidental, punitive, consequential or exemplary damages (including, but not limited to, damages for loss of profits, loss of data, or loss if use) arising out of the use or inability to use the Site or any information or images contained thereon or stored or maintained by ImageBrief, whether based on warranty, contract, tort, or otherwise, even if ImageBrief has been advised of or should have known of the possibility of such damages or losses. In no event shall the total liability of ImageBrief, its agents, successors, subsidiaries, affiliates or assigns, and each of their respective officers, directors, employees, for all damages, losses, and causes of action resulting from User’s use of the Site, whether in contract, tort (including, but not limited to negligence) or otherwise, exceed the amount paid to ImageBrief for the applicable license. Without limiting the foregoing, in no event shall ImageBrief, its divisions, agents, successors, subsidiaries, affiliates or assigns, and each of their respective officers, directors, employees, have any liability for any damages or losses arising out of or otherwise incurred in connection with the loss of any image or data or information contained in a User Account or otherwise stored by or on behalf of ImageBrief.
16. Force Majeure
17. Further Assurances
18. Entire Agreement
19. Other Websites
- (1) The Site may contain links to other websites that are owned or operated by third parties. These links are provided for convenience only and may not remain current or available. ImageBrief should not be construed as endorsing, approving, recommending or giving preference to these third parties or their websites, or any information, products or services referred to on those third party websites unless expressly stated. If the User links to these websites, it/he/she does so at its/his/her own risk and should make its/his/her own enquiries as to the privacy policies of these third parties. ImageBrief is not responsible for information on, or the privacy practices of, such websites.
- (2) A User must not create, cause or permit any linkages to this Site without written permission from ImageBrief first being obtained.
20. Secure Data
Given the nature of the Internet, ImageBrief cannot guarantee that any data transmission is totally secure. Whilst ImageBrief takes precautions to protect information, ImageBrief does not warrant and cannot ensure the security of any information the User transmits to ImageBrief or this Site. The User therefore transmits to this Site at your own risk. However, once ImageBrief receives data, ImageBrief will take reasonable steps to preserve its security. If the User becomes aware of any problems with the security of the data or the Site, please contact ImageBrief immediately by email at firstname.lastname@example.org.
21. Viruses and Malware
Given the nature of the internet, ImageBrief cannot guarantee that this Site is free from viruses, "malware", fault or other conditions which could damage, use or interfere with the Userʼs computer systems. The User must take its own precautions to ensure that it is not infected with any such code and assumes the risk of any damage or loss as a result of using this Site.
23. Governing Law and Jurisdiction
These Terms are governed by and construed in accordance with the laws of the location of ImageBrief, and the User irrevocably and unconditionally submit to the non-exclusive jurisdiction of the courts of that location. If the User accesses this Site in a jurisdiction other than such location, the User is responsible for compliance with the laws of that jurisdiction, to the extent that they apply. ImageBrief makes no representations that the content of this Site complies with the laws of any country other than in its location.
- (1) ImageBrief may, from time to time, add or remove information, products or services from this Site without notice.
25. Subscription Services
ImageBrief provides ‘Subscription Services’ to holders of its ‘Explorer Plus,‘ ‘Premium’ or ‘Founder Premium’ accounts. In addition to the general terms and conditions, the following terms and conditions apply specifically to Subscription Service account holders:
- (1) Services available to Subscription account holders are described on the upgrade page www.imagebrief.com/upgrade
- (2) Annual and monthly billing options are available. All monthly payment Subscription Services require a minimum three month up-front commitment. Subsequent charges will occur automatically after the initial three-month commitment on a monthly basis, or annual basis, depending on which plan you select.
- (3) ImageBrief may modify, suspend, or discontinue services provided to Subscription account holders at any time at its sole discretion and without prior notice.
- (4) ImageBrief activates all Subscription features immediately as soon as payment is received.
- (5) ImageBrief will provide a full refund if you wish to terminate your account within 48 hours of payment for your Premium Account.
- (6) Services for accounts where a cancellation request has been received after 48 hours will remain active until the end of the billing period. At the end of the last day of the billing period the services will be deactivated and the service will be discontinued.
- (7) Any refund due to you will be paid within 30 days of the Termination Date provided your request for termination is captured and submitted via the cancel process on the ImageBrief website (Settings) and your username and full name as it appears in your Payoneer account or on your credit card.
- (8) Subscription services cannot be paused for periods of inactivity, however subscribers are able to change plan type at any time once the initial 3 month period has been completed.
- (1) harm children, minors or adults in any way;
- (2) impersonate any person or entity, employee, representative, or host, or falsely state or otherwise misrepresent your affiliation with a person or entity;
- (3) forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through ImageRights Services;
- (4) upload, post, email, transmit or otherwise make available or communicate any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships (including proprietary or confidential information belonging to others);
- (5) upload, post, email, transmit or otherwise make available or communicate any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights ("Rights") of any other person or entity;
- (6) upload, post, email, transmit or otherwise make available or communicate any Content that is unlawful, threatening, menacing, abusive, harmful, invasive of another's privacy or publicity rights, defamatory, libelous, illegal, hateful, or racially, ethnically or otherwise objectionable including without limitation Content that violates child pornography laws, child sexual exploitation laws and laws prohibiting the depiction of minors engaged in sexual conduct;
- (7) upload, post, email, transmit or otherwise make available or communicate any Content that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
- (8) interfere with or disrupt the Site, Services or servers or networks connected to the Site, or disobey any requirements, procedures, policies or regulations of networks connected to the Site, including using any device, software or routine to bypass robot exclusion headers;
- (9) intentionally or unintentionally violate any applicable local, state, national or international law or any regulations having the force of law.
26. Copyright and Theft Protection Services
ImageBrief partners with third party providers including ImageRights International, for Copyright Protection Services to help Image Providers monitor and protect their rights and prevent image theft.
You agree you will not use ImageRights Services or the Site to: