Introduction
These Terms of Service describe the way in which you ("the Member or Owner") may use the PhotoProofPro service (the "Service"), and the way in which PhotoProofPro will operate the Service. In this Agreement, "PhotoProofPro" or “PPP” means the PhotoProofPro Service, its subsidiaries that participate in offering the Service, or its agents, employees, contractors, or others authorized by PhotoProofPro.
Definitions
Service: The Service consists of the features, functions, services, and content provided by PhotoProofPro, as well as the features, functions, services.
Members: A "Member" is a person (i) who is at least 18 years of age, (ii) who is legally capable of agreeing to, and has agreed to, these Terms of Service (iii) and a photographer who has registered and authenticated a PhotoProofPro account.
Customers: Customers are persons granted the rights, by Members, to view photos and galleries in a Members account with the provided passcode.
Warranty / Disclaimer / Limitation of Liability
Member acknowledges that use of the Service is at Member's sole risk. The Service is not warranted to be error free or uninterrupted, and there is no warranty as to the results obtained through use of the Service. The Service is made available on an AS IS basis. PhotoProofPro may, at its discretion, but shall not be obligated to, provide support for the Service and related PhotoProofPro software and tools.
Neither PhotoProofPro nor anyone else involved in creating, producing, or delivering the Service, or any services accessible through the Service, will be liable for any direct, incidental, special or consequential damages arising out of this Agreement. In no event will the liability of PhotoProofPro for any breach of this Agreement exceed the total charges incurred by a Member in the month preceding the date the claim for breach arose. The provisions of this Section will survive termination of this Agreement.
Member Responsibilities
Copyright and Other Legal Compliance: Members retain all rights in any material uploaded to the Service by Member or others authorized users. No copyrighted material may be placed on the Service by anyone without the permission of the copyright owner, or persons authorized by the copyright owner to grant permission. You are responsible for obtaining the necessary permission before permitting any copyrighted material that belongs to others to be placed on the Service. All Photographs are considered copyrighted by the uploading Member.
Prohibited Activities: You may not upload, or permit others to upload, material to the Service if that material (i) infringes or violates the rights of others, (ii) is, or may be perceived by PhotoProofPro or other likely recipients as, defamatory, deceptive, misleading, abusive, profane, offensive, sexually explicit, or inappropriate, (iii) contains any virus or other content that may damage the Service, the network, or any other User's equipment or software, or (iv) violates any laws, rules, or regulations of any governmental or other administrative organization having authority over the Service, PhotoProofPro, or its Members.
Except as permitted under this Agreement, you may not reproduce, distribute, transmit, publish, transfer, or commercially exploit any material available on or through the Service.
Member acknowledges that it is PhotoProofPro policy to cooperate with law enforcement agencies investigating illegal or improper activities relating to the Service.
Grant of Limited License to PhotoProofPro: Members agree that PhotoProofPro is granted only a limited non-exclusive, royalty-free, worldwide license, with the right to reproduce, distribute, transmit, display any materials and other information you submit to the Service (the "Submitted Materials") only for the purposes of (i) display on this website and (ii) production of promotional material for PhotoProofPro. PhotoProofPro disclaims ownership of "Submitted Materials" and will not resell or otherwise convey these rights to any third party. You also grant to PhotoProofPro the right to use your name in connection with the Submitted Materials.
General Copyright Information: The entire content of the Service is copyrighted by PhotoProofPro as a collective work under the United States Copyright laws. The copying, reproduction, or publication of any part of the Service including client software, unless expressly authorized in writing by PhotoProofPro is prohibited.
Backup Copies of Images and Other Material: The Service is not designed or intended to be used as a disaster recovery facility or as an emergency data storage facility. Although PhotoProofPro takes reasonable precautions to preserve and protect the material you may upload to the Service, you should not rely on the Service as your only source for the material you provide. You should backup copies of any digital information you have uploaded to the Service.
Order Fulfillment: PhotoProofPro does not produce physical prints/copies of photos, provide high resolution downloads, collect fees on behalf of the member, or fulfill orders in any form. The service will send the Member an e-mail when a Customer has placed an order, the fulfillment process is the sole responsibility of the Member.
Interactions with Customers: PhotoProofPro may send automated emails at the request of the Member. PhotoProofPro does not interact with Customers that a Member adds to their account in any other form. All requests from Customers should be directed to the respective Member.
Modifications/Changes to Agreement of Service
PhotoProofPro may change the Member Agreement or Terms of Service at any time. PhotoProofPro will notify you of the change either via e-mail, or through a notice published on the Service. By accessing the Service after a notice of a change has been published, you are agreeing to be bound by the change. If you do not agree to a change, you must terminate your membership as explained below. PhotoProofPro may discontinue or revise any or all other aspects of the Service at its sole discretion and without prior notice.
Effective Date
These Terms of Service will become effective on the date you agree to it by signifying your agreement to the Member Agreement where provided, and completing all of the membership information required on the Member Registration Form.
Termination
By Member: You may terminate your account at any time by going to "My Account > My Subscription > Cancel Subscription"
By PhotoProofPro: PhotoProofPro may terminate the Member Agreement at any time in the event of a breach of this Agreement by Member or anyone accessing the Service using Member's account credentials. PhotoProofPro, at its sole discretion, may also terminate this Agreement at any time without cause, and may suspend access to the Service with or without notice, to any User.
Continuing Obligations After Termination: Termination or suspension of an account does not relieve you of any obligations you have accrued, including payment of any charges due in connection with an account. You are responsible for payment of all such charges.
PhotoProofPro does not offer any refunds for terminated subscriptions either by PhotoProofPro or the Member.
Payment
Fees / Charges / Taxes: Fees for PhotoProofPro products and services shall be determined by PhotoProofPro price list which may be amended from time to time. Member is responsible for payment of all fees, charges, and taxes accrued on Member's account under this Agreement. All fees and charges will be at the rates in effect at the time the charges were incurred. Charges incurred under this Agreement may include charges related to use of the Service, as well as charges related to goods and services provided by third parties but acquired through the Service. Member will not be entitled to any credits, rebates, or refunds for times when the Service is down or otherwise unavailable. If the Member's account is terminated as provided above, PhotoProofPro will not refund unused or pro-rated membership fees.
Payment Terms: All charges incurred for use of the Service will be paid at the time the product or services are purchased. If at any time a credit card charge is refused, PhotoProofPro may, at its sole discretion, immediately suspend or terminate this Agreement, but Member will still be responsible for all charges incurred. If any payment due is not made by the Member, PhotoProofPro may, in addition to its other remedies, at its sole discretion and without notice to the Member, (a) suspend its performance under this Agreement and the Member's access to and use of the Service, or (b) terminate this Agreement and Member's access to and the use of the Service.
Pricing, product availability and offers are subject to change without prior notice. We reserve the right to make changes without notice due to market conditions, manufacturer or supplier product discontinuation, or typographical, photographic or technical errors in on-line or print advertising.
Indemnification
You agree to indemnify, defend and hold harmless PhotoProofPro against all damages, claims, liability, costs, and expenses, including but not limited to reasonable attorneys fees, arising out of violation of any of the provisions of this Agreement by you or anyone accessing the Service under your account.
Entire Agreement
These Terms of Service constitute the entire agreement (collectively "Agreement") between PhotoProofPro and Member with respect to the Service and supersede all other communications.
Miscellaneous Provisions
3rd Party Beneficiaries: The provisions of this Agreement are for the benefit of PhotoProofPro and its service providers, licensors, employees, and agents; and each may assert and enforce those provisions directly on its own behalf.
Governing Law / Venue / Jurisdiction: This Agreement shall all be governed and construed in accordance with the laws of the State of New Jersey applicable to agreements made and to be performed in New Jersey, and that any legal action or proceeding between PhotoProofPro and you for any purpose concerning this Agreement or the parties' obligations hereunder shall be brought exclusively in a federal or state court of competent jurisdiction sitting in New Jersey. Any cause of action brought by Member must be instituted within one year after the claim or cause of action has arisen. PhotoProofPro failure to enforce any provision of this Agreement shall not constitute a waiver of any provision or right.
Trademarks: PhotoProofPro are trademarks of ILG Studio, Third parties not affiliated with ILG Studio may own other trademarks and service marks appearing on the Service.