Terms & Conditions

WEBSITE TERMS AND CONDITIONS THESE TERMS AND CONDITIONS (“TERMS”) SET OUT THE TERMS ON WHICH SNAPTANK LTD (“SNAPTANK”, “US”, “WE”, “OUR”) PROVIDE YOU (“YOU”, “YOUR”, “USER”) WITH ACCESS TO WWW.SNAPTANK.COM (THE “WEBSITE”). PLEASE READ THESE TERMS CAREFULLY AND ENSURE THAT YOU HAVE UNDERSTOOD THEM. BY CLICKING ON THE BUTTON MARKED “I AGREE” YOU WARRANT THAT YOU UNDERSTAND AND ACCEPT THESE TERMS. IF YOU ARE ACCEPTING THESE TERMS ON BEHALF OF YOUR EMPLOYER OR ACTING AS AN EMPLOYEE, YOU WARRANT THAT YOU ARE AUTHORISED TO ENTER INTO LEGALLY BINDING CONTRACTS ON BEHALF OF YOUR EMPLOYER. THE SAME RIGHTS, LIMITATIONS AND RESTRICTIONS APPLY TO YOUR EMPLOYER. YOU AGREE THAT THESE TERMS ARE ENFORCEABLE AS IF THEY WERE A WRITTEN NEGOTIATED AGREEMENT SIGNED BY YOUR EMPLOYER. IF YOU DO NOT AGREE TO THESE TERMS, PLEASE CEASE USE OF THE WEBSITE IMMEDIATELY.

YOU ARE ADVISED TO PRINT AND RETAIN A COPY OF THESE TERMS FOR YOUR FUTURE REFERENCE.

The General Provisions under Section A shall apply to all Visitors to and Registered Users of, the Website. If you use the Website to purchase any Digital Product advertised on the Website you are an “End User”. If you use the Website to licence Digital Product(s) to us for the purpose of being licensed by us to an End User, you are a “Capture Artist”. Section B applies to End Users and Section C applies to Capture Artists, each in addition to Section A.

1. DEFINITIONS

“Account” means your individual Login Details, created by you in order to access and Use the Website;

“Content” means, excluding any Digital Product, any and all image files, video files, audio files, photos, images, data, documents, text, comments and any other information or material whatsoever (in any format) submitted or otherwise uploaded by you to the Website;

“Contract” means the contract between us and you for access to and use of the Website and which incorporates these Terms;

“Digital Product” means a Capture Artist’s Digital Asset made available on the Website for purchase by End Users;

“Digital Product Licence Terms” means the “royalty free” or “editorial” licence between us and you (as an End User) for the use of a Digital Product;

“Effective Date” means the date on which you click on the “I Accept” button;

“Intellectual Property Rights” means all intellectual property rights including without limitation, performer’s reproduction rights, performer’s distribution rights, performer’s rental rights and performer’s lending rights (collectively referred to as “Performer’s Property Rights”), patents, utility models, trade and service marks, trade names, domain names, right in designs, copyrights, moral rights, topography rights, rights in databases, trade secrets and know-how and in all cases whether or not registered or register able and including registrations and applications for registration of any of these and rights to apply for the same, and all rights and forms of protection of a similar nature or having equivalent or similar effect to any of these anywhere in the world;

“Login Details” means your unique username and password created by you and required to access the Service;

“Network” means the electronic communications network used by us to provide the Service;

“Order” means an order placed by you (as an End User) for the purchase of a Digital Product, which shall be subject to the Digital Product Licence Terms;

“Profile” means the information held by us in relation to you, such information having been submitted at the time of registration with the Service; and

“Visitor” means you are accessing the Website without an Account.

2. INFORMATION ABOUT SNAPTANK

2.1 The Website is owned and managed by SnapTank Ltd, a company registered in England and Wales with the company registration number 09201487 and having its registered address at 5 Hamilton Rd, London, TW2 6SN.

3. REGISTRATION

3.1 You may at our sole discretion, access certain features and elements of the Website without registering and having an Account (“Visitor”). In the event you wish to access all features and functionalities of the Services (which includes the purchasing of Digital Product(s) as an End User and uploading Digital Product(s) for sale as a Capture Artist), you shall be required to register your details with us using the online registration form made available to you on the Website.

3.2 By completing the online registration form, you consent to us conducting verification and security procedures in respect of the information provided in such online registration form.

3.3 Upon the completion and submission of the online registration form by you on the Website, you shall be sent an email (“Confirmation Email”) confirming your registration with us. Upon confirmation of your registration, you shall have use of all the features and functionality of the Website (“Registered User”).

3.4 You hereby warrant that the information provided by you is true, accurate and correct. You further warrant that you shall promptly notify us in the event of any changes to such information provided.

3.5 You shall keep your Profile and any Login Details confidential and secure. Without prejudice to our other rights and remedies, we reserve the right to promptly disable your Login Details and suspend your access to the Website in the event we have any reason to believe that you have breached any of the provisions set out herein.

4. FORMATION AND TERMINATION OF YOUR CONTRACT

4.1 Your contract (“Contract”) with us shall commence:

4.1.1 where you are a Visitor, upon your visit to the Website; or

4.1.2 as a Registered User, at such time as you activate your registration through the link provided in your Confirmation Email.

4.2 Notwithstanding the foregoing, we reserve the right to:

4.2.1 accept or reject your application to register for any reason; and

4.2.2 refuse you access to the Website if you breach any of the provisions of the Terms.

4.3 Unless otherwise expressly set out to the contrary herein, your Contract with us shall remain in force:

4.3.1 where you are a Visitor, for the duration of your visit to the Website; or

4.3.2 where you are a Registered User, for the duration in which you continue to access and use the Website.

4.4 As a Registered User, you may terminate your Contract with us by deleting your Profile on the Website or by sending written or e-mail notice to us of your intention to terminate, sent to the postal or e-mail address provided at clause 15.

4.5 We may suspend or terminate your access to the Website immediately on notice to you in the event that:

4.5.1 third party services and network providers cease to make the third party service or network available to us;

4.5.2 you fail to comply with one or more of these Terms of the Digital Product Licence Terms;

4.5.3 we believe that there has been fraudulent use, misuse or abuse of features and functionalities of the Website (in whole or in part); or

4.5.4 we believe that you have provided us with any false, inaccurate or misleading information.

4.6 Upon termination of your Contract with us in accordance with this clause 4, your access to the Website shall cease and any Content will be deleted. We shall not be liable to you for any losses or damages incurred by you resulting from the deletion of such Content.

5. ACCESS TO THE WEBSITE

5.1 We shall use reasonable endeavours to make the Website available to you at all times, but we cannot guarantee an uninterrupted or fault free service.

5.2 We have the sole and absolute discretion to accept, reject or remove any of the Content uploaded onto the Website by you.

5.3 Our ability to provide the Website may be impaired by conditions or circumstances that are beyond our control, including, without limitation third party service providers, geographic or atmospheric conditions, local physical obstructions, software and hardware features or functionality of your personal computers, operating system and the number of other users logging onto the Website, server and/or Network at the same time. We shall take reasonable action to minimise the disruption caused by such circumstances but you acknowledge, agree and accept that some such interruptions may not be avoidable.

5.4 The Network is not controlled by us and may from time to time be upgraded, modified, subject to maintenance work or otherwise amended by the owner of the Network. Such circumstances may result in the Website being temporarily unavailable. We will take reasonable action to minimise the disruption caused by such circumstances, but some such interruptions may not be avoidable.

5.5 We use industry standard security measures to protect against the loss, misuse and alteration of the information, data and Content under our control. However, you acknowledge and agree that we cannot guarantee complete security of such information, data and Content or that our security measures will prevent hacks, worms, bugs, trojans or such other similar devices that may allow access to or unauthorised viewing of such information, data and Content.

5.6 We reserve the right to make changes to the Website or part thereof, from time to time at our sole discretion, and we may from time to time update, add, remove, modify and/or vary any features and functionalities of the Website.

6. YOUR OBLIGATIONS

6.1 You agree that you are solely responsible and liable for all your activities on the Website.

6.2 You shall promptly notify us in the event of a breach of security or any unauthorised use of your Profile Login Details.

6.3 You shall not submit to appear on the Website any Content that may reasonably be deemed to be offensive, illegal, inappropriate or that in any way:

6.3.1 promote racism, bigotry, hatred or physical harm of any kind against any group or individual;

6.3.2 harass or advocate harassment of another person;

6.3.3 display pornographic or sexually explicit material;

6.3.4 promote any conduct that is abusive, threatening, obscene, defamatory or libellous;

6.3.5 promote any illegal activities;

6.3.6 provide instructional information about illegal activities, including violating someone else’s privacy or providing or creating computer viruses;

6.3.7 promote or contain information that you know or believe to be inaccurate, false or misleading;

6.3.8 engage in the promotion of contests, sweepstakes and pyramid schemes, without our prior written consent;

6.3.9 contain any virus or other thing or device which may prevent, impair or otherwise adversely affect the operation of the Website; or

6.3.10 infringe any Intellectual Property Rights or any other proprietary rights of any third party.

6.4 You acknowledge that submitting Content does not guarantee that such Content shall appear on the Website. You agree that we may, at our sole discretion, choose to display or remove any Content or any part of the same that you make on the Website and you hereby grant to us a non-exclusive, perpetual, irrevocable, worldwide licence to do so.

6.5 You warrant and represent that you own or are licensed to use any and all the Intellectual Property Rights in any Content that you upload to the Website.

6.6 You further agree that at all times, you shall, and procure that any User shall:

6.6.1 not use Login Details and/or your Profile (as applicable) with the intent of impersonating another individual;

6.6.2 not allow any other person to use your Login Details and/or Profile (as applicable);

6.6.3 not do anything likely to impair, interfere with or damage or cause harm or distress to any persons using the Service and the Website or in respect of the Network;

6.6.4 not use the Website and/or the Service, the content therein and/or do anything that will infringe any intellectual property right or other rights of any third parties;

6.6.5 not use any information obtained using the Service and/or the Website otherwise than in accordance with these Terms;

6.6.6 comply with all our instructions and policies from time to time in respect of the Website and your Use of the Service;

6.6.7 co-operate with any reasonable security or other checks or requests for information made by us from time to time; and

6.6.8 use the information made available to you using the Service and on the Website at your own risk.

6.7 In the event that You breach any of the terms in this clause 6, or we in our sole and absolute discretion, reasonably suspect that you or any User have breached any of the terms set out in this clause 6, we reserve the right to take any action that we deem to be necessary, including without limitation, the termination of your Contract forthwith and without notice and/or removal of any Content.

7. EXCLUSION OF WARRANTIES AND LIMITATION OF LIABILITY

7.1 You hereby warrant that:

7.1.1 you are at least 18 years old;

7.1.2 you have the right and capacity to enter into and be bound by these Terms; and

7.1.3 you shall comply with all applicable laws regarding the use of the Website.

7.2 Links to third party websites may appear on the Website from time to time. Such third party websites are not our responsibility and we accept no liability for the availability, suitability, reliability or content of such third party websites and third party software.

7.3 All warranties, representations, guarantees, conditions and terms other than those expressly set out herein whether express or implied by statute, common law, trade usage or otherwise, and whether written or oral are hereby expressly excluded to the fullest extent permissible by law. Consequently all information, advice, suggestions and recommendations made available to you are provided to you on an “as is” basis.

 

Our liability if you are a personal User

7.4 We are responsible to you for foreseeable loss and damage caused by us. If we fail to comply with these Terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking these Terms or our failing to use reasonable care and skill. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the Contract was made, both we and you knew it might happen.

7.5 We are not responsible for any loss or damage that is not foreseeable.

7.6 We only supply the Website for your domestic and private use. You agree not to use the Website for any commercial, business or re-sale purpose, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

7.7 Subject to clause 7.8, our maximum aggregate liability to You under or in connection with your Contract will be limited one hundred pounds sterling (£100).

7.8 We do not exclude or limit in any way our liability for:

7.8.1 death or personal injury caused by our negligence;

7.8.2 fraud or fraudulent misrepresentation;

7.8.3 breach of the terms implied by the Consumer Rights Act 2015

 

Our liability if you are business User

7.9 Nothing in these Terms limits or excludes our liability for:

7.9.1 death or personal injury caused by our negligence;

7.9.2 fraud or fraudulent misrepresentation;

7.10 Subject to clause 7.9, our maximum aggregate liability to you under, arising from or in connection with your Contract, whether arising in contract, tort (including negligence) or otherwise, shall not exceed one hundred pounds sterling (£100.00).

7.11 Subject to clause 7.9, we will under no circumstances whatever be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Contract for:

7.11.1 consequential, indirect or special losses;

7.11.2 loss of profits, income or revenue;

7.11.3 loss of savings or anticipated savings, interest or production;

7.11.4 loss of business or business benefits;

7.11.5 loss of contracts;

7.11.6 loss of opportunity or expectations;

7.11.7 loss of goodwill and/or reputation;

7.11.8 loss of marketing and/or public relations time and/or opportunities;

7.11.9 loss of data; or

7.11.10 loss of management or office time,

whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable, arising out of or in connection with your use of or reliance on the Website.

7.12 Commentary and other materials posted on the Website (including any Content) or provided by us are not intended to amount to advice on which reliance should be placed. We therefore disclaim all liability and responsibility arising from any reliance placed on such materials by any user to the Website, or by anyone who may be informed of any of its contents. Further, responsibility for decisions taken on the basis of information, suggestions and advice given to you by us (including through the Website) shall remain solely with you.

7.13 We do not vet, verify the accuracy, correctness and completeness, monitor, edit or modify any of the Content or Digital Product available on the Website to determine whether they may result in any liability either to you or to any third party. Consequently, Content and Digital Product available on the Website is provided to you “as is” and you agree that any use made by you of such Content or Digital Product shall be strictly at your own risk.

8. INTELLECTUAL PROPERTY RIGHTS

8.1 We and/or our licensors own all rights in the Intellectual Property Rights relating to the Website. All right, title and interest in and to the Website will remain exclusively with us and/or our licensors.

8.2 You are expressly prohibited from:

8.2.1 reproducing, copying, editing, transmitting, uploading or incorporating into any other materials, any of the Website; and

8.2.2 removing, modifying, altering or using any registered or unregistered marks/logos/design owned by us and/or its licensors, and doing anything which may be seen to take unfair advantage of our reputation and goodwill or could be considered an infringement of any of the rights in the Intellectual Property Rights owned by and/or licensed to us.

9. PRIVACY POLICY

9.1 We enforce a strict privacy policy which is available by clicking here. The terms of the privacy policy form part of these Terms and you agree to be bound by it.

10. VIRUSES, HACKING AND OTHER OFFENCES

10.1 You will not misuse the Website by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to the Website, the server on which the Website is stored or any server, computer or database connected to our Website. You must not attack the Website via a denial-of-service attack or a distributed denial-of service attack.

10.2 By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right, together with any User’s right, to use the Website will cease immediately.

10.3 We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your, or any User’s, use of the Website or to your, or any User downloading of any material posted on it, or on any website linked to it.

11. GENERAL

11.1 If we fail at any time to insist upon strict performance of its obligations under these Terms, or if it fails to exercise any of the rights or remedies to which it is entitled to under these Terms, this will not constitute a waiver of any such rights or remedies and shall not relieve you from compliance with such obligations.

11.2 You shall comply with all foreign and local laws and regulations which apply to your use of the Website in whatever country you are physically located, including without limitation, consumer law, export control laws and regulations.

11.3 Neither party will be responsible for delays resulting from circumstances beyond the reasonable control of such party, provided that the nonperforming party uses reasonable efforts to avoid or remove such causes of non-performance and continues performance hereunder with reasonable dispatch whenever such causes are removed.

11.4 A waiver by us of any default shall not constitute a waiver of any subsequent default.

11.5 No waiver by us of any of the Terms shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing.

11.6 Any notice, request, instruction or other document to be given hereunder shall be delivered, sent by first class post or sent by e-mail to SnapTank’s address specified on the Website or your address specified in your registration form (or such other address as may have been notified) and any such notice or other document shall be deemed to have been served and deemed to have been received (if delivered) at the time of delivery (if sent by post) upon the expiration of 48 hours after posting and upon the expiration of 12 hours after dispatch (if sent by email).

11.7 All notification and communication to us should be in writing or by e-mail and sent to the contact details set out in clause 12 below.

11.8 If any of these Terms are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent, be severed from the remaining terms, conditions and provisions which shall continue to be valid to the fullest extent permitted by law.

11.9 These Terms represent the entire agreement between you and us in respect of your use of the Website and shall supersede any prior agreement, understanding or arrangement between us, whether oral or in writing.

11.10 You acknowledge that in entering into these Terms, you have not relied on any representations, undertaking or promise given by or implied from anything said or written whether on the Website, the Internet or in negotiation between us (whether made innocently or negligently) except as expressly set out in these Terms.

11.11 These Terms are governed by and construed in accordance with English law. The Courts of England shall have exclusive jurisdiction over any disputes arising out of these Terms.

11.12 We may alter or amend these Terms by giving reasonable notice on our Website. By continuing to Use the Website after expiry of the notice period, you will be deemed to have accepted any amendment to these Terms.

11.13 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under these Terms that is caused by an Event Outside Our Control.

11.14 What We mean by an Event Outside Our Control. An “Event Outside Our Control” means any act or event beyond our reasonable control, including without limitation strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, or failure of public or private telecommunications networks.

11.15 If an Event Outside Our Control takes place that affects the performance of our obligations under these Terms:

11.15.1 We will contact You as soon as reasonably possible to notify you; and

11.15.2 our obligations under these Terms will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control.

12. CONTACT DETAILS

12.1 Please direct any queries about these Terms (preferably by email) to:

1 Frederick’s Place
EC2R 8AE
London, UK

support@snaptank.com

 

 


 

SECTION B: END USERS

This Section B shall apply to you if you are an End User. You are an End User if you purchase a Digital Product advertised on the Website as a Registered User.

B1        CONTRACT FOR PURCHASE OF PRODUCTS

B1.1 You must become a Registered User to place Orders.

B1.2 Use of a Digital Product is subject to the applicable Digital Product Licence Terms. Before placing an Order you must accept the applicable Digital Product Licence Terms.

B1.3 Any Order is created between you and us. When you place an Order, you are entering into a binding contract for the purchase and use of a Digital Product from us on the terms of the applicable Digital Product Licence Terms.

B2        CANCELLATIONS AND REFUNDS

B2.1 Subject to clause B2.3, as a consumer you have a legal right to cancel the purchase of a Digital Product under the Consumer Contracts (Information, Cancellation and Additional Charges Regulations 2013) within fourteen (14) days after the day the contract for the purchase of a Digital Product is formed (“Cancellation Period”). You can notify us of your decision to cancel the Digital Product by writing to us by email, or by completing the cancellation form made available to you on the Website. Valid cancellation by you will be effective from the date you sent us the e-mail or form. Advice about your legal right to cancel a contract is available from your local Citizens’ Advice Bureau or Trading Standards office.

B2.2 We will process the refund due to you as soon as possible and, in any case, within fourteen (14) calendar days of the day on which you gave us notice of cancellation as described in clause B2.1.

B2.3 You acknowledge that the right of cancellation referred to at clause B2.1 shall not apply if you accepted, at the time you ordered the applicable Digital Product, that we could begin delivery of the Digital Product and that you could not cancel once delivery had been started.

SECTION C: CAPTURE ARTISTS

This Section C shall apply to you if you are a Capture Artist. You are a Capture Artist if we accept your registration as a Capture Artist, as set out below.

C1        DEFINTIONS

“Exclusive Capture Artist” means all Digital Product(s) are licensed by you exclusively to us on the licence terms set out at clause C4.1 and subject to clause C4.2;

“Non-Exclusive Capture Artist” means all Digital Product(s) are licensed by you on a non-exclusive basis to us on the licence terms set out at clause C4.1;

“Net Sales Price” means the fees received by us from an End User for the licence of your Digital Product through the Website, less VAT and any other government taxes, duties or levies, or deals and discounts; and 

“Royalties” means the varying percentages of the Net Sales Price, as set out on the Website from time to time.

C2.       CAPTURE ARTIST REGISTRATION

C2.1 You must be a Registered User to become a Capture Artist.

C2.2 As part of the registration process and in order to become a Capture Artist:

(a) unless we have expressly permitted otherwise, you shall be required to sign up to, and hold an account with, our applicable payment processor, as may vary from time to time (“Payment Processor” and “Payment Processor Account”). You acknowledge that we are not a reseller or distributor for the Payment Processor and we make no warranties or representations in relation to the services offered by the Payment Processor. We reserve the right to (i) refuse your application as a Capture Artist if you fail to agree to the Payment Processor’s terms and conditions prior to creating your Payment Processor Account or (ii) terminate your Contract in the event your Payment Processor Account is terminated for any reason; and

(b) you shall be required to select to become an Exclusive Capture Artist or a Non-Exclusive Capture Artist (this is selected by default).

C2.3 After completing the online Capture Artist registration process, we will provide you with access to the Capture Artist area of the Website (“Capture Artist CMS”).

C2.4 Where you have been granted permission to forgo registration with our Payment Processor, you shall be responsible for paying all our costs arising out of or in connection with any transfer of Royalties to your chosen bank account or alternative payment services provider (including but not limited to transfer charges). We reserve the right to deduct from any Royalties due to you any such costs incurred by us.

C2.5 Where you have selected or otherwise changed your status to an Exclusive Capture Artist, you shall remain an Exclusive Capture Artist for a minimum of ninety (90) days from such time as we provided you with confirmation of your status as an Exclusive Capture Artist.

C2.6 Subject to clause C2.5 and our prior approval, you may change your status as a Non-Exclusive Capture Artist to an Exclusive Capture Artist or as an Exclusive Capture Artist to a Non-Exclusive Capture Artist by accessing the Capture Artist CMS. Where we have approved your request, you acknowledge that any change may take up to thirty (30) days from the date you provided us with notice through the Capture Artist CMS and no variation to your Royalties shall take effect until such change is confirmed by us.

C3.       SUBMISSION OF THE DIGITAL PRODUCTS

C3.1 Following acceptance of your registration as a Capture Artist, you may submit Digital Product(s) to us to be made available for purchase on the Website via upload to the Capture Artist CMS. In relation to each Digital Product you must:

(a) select the relevant Digital Product Licence Agreement applicable to your Digital Product;

(b) include the price you wish the Digital Product to be available for purchase on the Website, save that we may alter your chosen price on notice to you to reflect the then current average market price for the purchase of a similar Digital Product; and

(c) submit to the Capture Artist CMS all images, photos and guides relating to the Digital Product.

C3.2 All Digital Product(s) and associated materials uploaded by you shall be in the format required by us and shall relate strictly and solely to the Digital Product(s) you wish to be made available for purchase through the Website.

C3.3 Following submission of your Digital Product in accordance with clauses C3.1 and C3.2, the Digital Product shall be made available for purchase on the Website as soon as reasonably practicable.

C4.       LICENCE AND DISRIBUTION OF THE DIGITAL PRODUCTS

C4.1 In consideration of payment of the Royalties, you hereby grant to us an exclusive or non-exclusive (as per your selection in accordance with clause C2.2(b) and C2.6), worldwide licence to:

(a) market, promote and make the Digital Product available for download; and

(b) subject to clause C4.3 below, sell, licence and distribute the Digital Product,

for such period as the licence to the Digital Product is terminated in accordance with clause C7.1 or your Contract is terminated (whichever is the sooner).

C4.2 You hereby acknowledge that as an Exclusive Capture Artist you shall not be entitled to:

(a) licence the rights granted at clause C4.1 in respect of any Digital Product to any third party; or

(b) licence, sell, distribute or commercially exploit any Digital Product for use by any third party; or

(c) licence or otherwise permit any person, organisation or other third party to licence, sell, distribute or commercially exploit any Digital Product.

C4.3 Any purchase of a Digital Product by an End User shall be subject to the End User’s acceptance of the Digital Product Licence Terms. We shall ensure that the Digital Product Licence Terms incorporate a reservation of your Intellectual Property Rights in your Digital Product.

C4.4 We reserve the right to modify the Digital Product Licence Terms without notice to you, provided the terms therein remain consistent with the requirements under clause C4.3.

C4.5 You warrant and represent that any Digital Product (together with any associated submissions in accordance with clause C3.1(c)) shall not contain material that:

(a) is offensive or obscene (or anything that may reasonably be considered to be the same);

(b) infringes the rights of third parties, including any image rights or Intellectual Property Rights;

(c) promotes any conduct that is abusive, threatening, obscene, defamatory or libellous;

(d) is designed to: (i) disrupt, disable, harm or impede operation, or (ii) impair operation based on a lapse of time, including but not limited to viruses, worms, time bombs, time locks, drop dead devices, access codes, security keys, back doors or trap door devices; or

(e) promotes racism, bigotry, hatred or physical harm of any kind against any group or individual.

C4.6 We reserve the right to remove any Digital Product from the Website without notice to you if we believe the Digital Product is in breach of these Terms or such other policies we may introduce from time to time.

C4.7 You retain sole and exclusive ownership of all right, title and interest in your Digital Product. Save for the right granted to us pursuant to this paragraph 4, all Intellectual Property Rights in the Digital Product(s) will remain with you.

C5.       YOUR OTHER OBLIGATIONS AS A CAPTURE ARTIST

C5.1 You shall comply with all our policies and guidelines, as published on the Website from time to time.

C5.2 You shall not attempt to contact any End User to licence any Digital Product outside of the Website. Any communication relating to the purchase of a Digital Product through the Website must be made to us using the communication facilities offered by the Website.

C5.3 You hereby warrant and represent and shall continue to warrant and represent that:

(a) the Digital Product(s) is your original work;

(b) you possess all right, title, permissions and interest in the Digital Product necessary to grant to us the rights and licences stated hereunder;

(c) the Digital Product does not infringe any third party’s image rights or Intellectual Property Rights;

(d) you are the sole legal and beneficial owner of the Digital Product; and

(e) where the Digital Product includes the reproduction of an individual, you have secured such releases, waivers and permissions from the individual necessary for us to grant the rights under the Digital Product Licence Terms.

C5.4 You hereby indemnify and shall continue to indemnify and hold us harmless in full and on demand against all claims, damages, losses, costs and expenses (including reasonable legal expenses) incurred or suffered by us arising out of or in connection with any claim or action made against us for actual or alleged infringement of a third party’s intellectual property rights arising out of or in connection with our use, possession and/or distribution of any Digital Product.

C5.5 You shall not conduct any direct marketing using personal information (which, for the avoidance of doubt, shall include all email addresses) that came into your possession through your use of and activities on the Website, nor will you disclose such personal information to any third party without our express written consent.

C6.       CHARGES AND PAYMENT

C6.1 In consideration for the provision of the licence grant at clause C4.1, we shall pay you the Royalties in accordance with this clause C6.

C6.2 As part of the payment of Royalties due to you under this Contract, within fourteen days of the end of each calendar month, we agree to issue you with self-billed invoices for such Royalties accrued during the previous calendar month and we will ensure the self-billed invoices show your name, address and your VAT (or equivalent) registration number (if applicable).

C6.3 You agree:

(a) to accept invoices raised by us on your behalf in respect of the Royalties;

(b) not to raise invoices for the Royalties; and

(c) to notify us immediately if you: (i) change your VAT registration number (where applicable); (ii) cease to be VAT registered; or (iii) sell your business (or any part thereof) by e-mailing us at artists@snaptank.com.

C6.4 Within fourteen (14) days of your receipt of the self-billed invoice submitted by us in accordance with clause C6.2, we shall pay you the Royalties due under the invoice. Royalties and any other sums payable under this Contract shall be paid in US Dollars to the credit of a PayPal account designated by you. You must notify us in writing of any changes to your PayPal account. For the avoidance of doubt, the costs (if any) of converting Royalties in your local currency will be borne by you.

C6.5 On payment of the Royalties in accordance with clause C6.4, we shall provide you with a statement detailing:

(a) the quantity of the Digital Product purchased through the Website;

(b) the price charged;

(c) the Net Sale Price; and

(d) the Royalties due,

in respect of the applicable calendar month and such statement may be provided by us in writing, by e-mail or through the Website.

C6.6 We shall keep records of all sales of the Digital Product to enable you to check the accuracy of the Royalties due from us. After giving written notice of ten clear days, you or any other person authorised by you may inspect our records during normal business hours, and take away copies to verify the information provided by us.

C6.7 As a Non-Exclusive Capture Artist, you shall ensure that the price for each Digital Product sold by us shall be no higher than the price for the same Digital Product on any other website through which you are selling the Digital Product, including but not limited to any website(s) owned or controlled by you.

C6.8 We reserve the right to deduct or set off from any Royalties due to you any refunds we give in respect of the purchase of any Digital Product.

C6.9 Unless otherwise expressly permitted by us, all payments of the Royalties shall be made via the Payment Processor.

C7.       TERMINATION

C7.1 You may terminate your licence to us for the Digital Product(s) without cause on the provision of not less than ninety (90) days written notice to us.

C7.2 In the event you exercise your right under clause C7.1 or your Contract is otherwise terminated in accordance with these Terms:

(a) we may continue to fulfil Orders placed by End Users for any Digital Product through the Website on or before the date of termination;

(b) the Digital Product Licence Terms granting End Users the right to use the Digital Product shall continue in full force and effect;

(c) we shall continue paying you any Royalties due until the effective date of termination;

(d) we shall remove the Digital Product from the Website prior to the effective date of termination; and

(e) all rights granted to you and us hereunder shall cease on the date of termination.

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