PLEASE READ THE FOLLOWING TERMS AND CONDITIONS. YOUR ACCEPTANCE OF THESE TERMS IS AN ABSOLUTE CONDITION OF YOUR USE OF THIS WEBSITE AND ITS PRODUCTS AND SERVICES.
SnapHarvest Africa Limited (“SnapHarvest”) maintains the www.SnapHarvest.com website and SnapHarvest and SnapHarvest branded images (collectively, the “Site”). Contributors may upload image, video, and/or other media files to the Site for the purpose of having SnapHarvest act as their agent for licensing image rights to SnapHarvest members and subscribers (all files uploaded by you to SnapHarvest are referred to herein as the “Content”).
By registering a content contributor account (“Contributor Account”), you agree to the following (the “Agreement”):
a. In order to register for a SnapHarvest Contributor account, you must be at least 18 years of age. SnapHarvest may require that you provide sufficient proof of age and identity before activating your Contributor Account.
b. In order to register a Contributor Account, you must have a valid SnapHarvest Account. The terms of the SnapHarvest Member/Subscriber Agreement are deemed incorporated into and made a part of this Contributor Agreement by this reference.
c. You warrant that you have provided SnapHarvest with accurate, complete, and current information. You agree to correct and update that information to ensure its accuracy and completeness at all times. Entering false personal information, or failing to comply with these Terms of Service, may result in the termination of your Contributor Account, as well as any other account, services or privileges provided by SnapHarvest.
d. You are entirely responsible for any and all activities conducted through your Contributor Account. You agree to notify SnapHarvest immediately of any unauthorized use of your password or Contributor Account as well as of any other breach of security that may affect SnapHarvest.
e. Upon creation of a Contributor Account, you may be asked to choose a Contributor name. You may not select or use a Contributor name of another person or a name that violates any third party's trademark or other proprietary right, that is or may be illegal to use, that may cause confusion with respect to the person's identity or association with other entities, or that SnapHarvest deems in its discretion to be vulgar or otherwise offensive. SnapHarvest reserves the right to delete any vulgar, inappropriate or offensive Contributor name, or to require the deletion thereof.
f. You may not have more than one active Contributor account at any time without the written consent of SnapHarvest in each instance. If such consent is granted, you may not submit identical Content to more than one account.
2. Uploading Content and Rights for Contributors
a. By uploading Content, you grant SnapHarvest and its Members the irrevocable non-exclusive, royalty-free right, throughout the world, to use the Content for any purpose including publication, display, modification, sublicensing, and creation of derivative works, or products. You also grant SnapHarvest the right to use Content for any and all promotional purposes related to SnapHarvest and its affiliates.
b. SnapHarvest has the right to license any Content unless and until that Content is removed from the Site.
c. You may not remove any Content from the Site until such Content has been posted for seven (7) days. You retain all rights, including the copyright, in and to your uploaded Content. SnapHarvest, in the exercise of its discretion, may refrain from any or all of the foregoing without any liability to you. You expressly waive any artists' authorship rights that Contributors would otherwise have under the laws of the Republic of Kenya Act, or similar laws of any jurisdiction.
d. SnapHarvest has the right to refuse to accept any uploaded Content for any reason. SnapHarvest has the right to remove any uploaded Content from the Site for any reason. Content will be removed if SnapHarvest believes that the Content will subject SnapHarvest or any of its officers, managers, directors or employees to legal action or if the Content violate the terms of this agreement.
e. Any licenses issued by SnapHarvest in respect of any uploaded Content that are later removed from the SnapHarvest website will remain in full force and effect.
f. You give SnapHarvest the right and authority to take any steps which SnapHarvest believes are commercially reasonable to protect your uploaded Content. While SnapHarvest takes commercially reasonable steps to protect the intellectual property rights of its contributors, SnapHarvest has no obligation to pursue legal action against any alleged infringer of your rights in or to your uploaded Content.
a. SnapHarvest shall pay you a royalty for each valid download of a Content file by a Member. The amount of such royalty is defined on the Site and may be changed by SnapHarvest at any time in SnapHarvest's sole discretion. If you do not consent to a change in the royalty payments, your sole recourse is to terminate your Contributor Account.
b. You may request a payout via Pesaflow or other service used by SnapHarvest when royalties due reach the minimum threshold as stated on the Site. By closing an account before royalties are equal to or greater than the minimum payout threshold, or by breaching any terms of this Agreement or any other agreement with SnapHarvest, your accrued earnings may be forfeited in SnapHarvest’s sole discretion. Please note, royalties are payable after a short grace period noted on the Site to verify that downloads are valid.
c. If your account is cancelled for a breach of the material terms of this agreement, in addition to its other rights at law or in equity, SnapHarvest shall have the right to retain any royalties and/or other compensation otherwise payable to you hereunder as liquidated damages. If you are credited with a download or downloads and SnapHarvest thereafter issues a refund to Member that downloaded any or part of your uploaded Content, SnapHarvest shall have the right to deduct royalties credited to your account. If SnapHarvest makes an overpayment of royalties or other compensation to you for any reason, SnapHarvest shall have the right to deduct the amount of such overpayment from your accrued royalties or to demand the immediate repayment of such overpaid royalties or other compensation.
e. SnapHarvest may modify the royalty rate and/or payment schedule at any time and notify you by email or by an announcement on your login page of the modifications. If SnapHarvest does modify the royalty rate, royalties earned before the effective change in rates will be credited at the rate in effect at the time such royalties were earned.
f. If you receive your payments through an online payment processing service (e.g., Pesaflow, Paypal or Skrill) you may not share your online payment processing service account with another SnapHarvest Contributor.
4. Model Releases
You agree to provide valid and accurate model releases for all Content you upload to SnapHarvest that, in SnapHarvest’s judgment, contains an identifiable face or identifiable human figure or other identifiable attribute. If you do not have a model release for an item of Content that depicts an identifiable person, SnapHarvest may choose to accept the uploaded Content for so-called "editorial use." You agree that you are solely responsible for retaining all original model releases and maintaining complete and accurate model release records. Model releases are to be electronically delivered to SnapHarvest with the uploaded Content. The submission of falsified, inaccurate or otherwise defective model releases is a material breach of this agreement and can result in the immediate termination of your account without prior notice. Model releases submitted by you shall not contain any terms inconsistent with this Agreement or any SnapHarvest Terms of Service.
5. Contributor Warranties and Responsibilities
You warrant and represent that:
a. You are the unencumbered owner of all rights, including the copyrights, in and to your uploaded Content.
b. Each item of your uploaded Content consists of original works and is capable of copyright protection in all countries where copyright or similar protection is available.
c. Each item of your uploaded Content is neither obscene nor defamatory and does not infringe the copyright or any other rights of any third party, including, without limitation, trademark rights and the rights of privacy and publicity;
d. The information contained in all model releases that you have provided is accurate and complete and that the subjects signing the releases and depicted in a Content file have voluntarily consented to publication and/or dissemination of their likenesses for all legal purposes;
e. If any of your uploaded Content consist in whole or in part of design elements, fonts, clipart, sprites, vectors, brush tools and the like that are included in design programs (e.g., Photoshop, Illustrator, 3D Max), by uploading such Content, you warrant and represent that the end user license agreement, terms of service or the equivalent license held by you does allow you to incorporate such elements in Content created by you, and to license such Content to SnapHarvest for the purposes set forth herein;
f. You will not use a keyword, image title, metadata or any other reference that:
a) violates any third party's trademark or other proprietary right; b) is or may be illegal to use; c) which may cause confusion with respect to another person or other entity; or d) which SnapHarvest deems in its discretion to be indecent, vulgar or otherwise offensive. SnapHarvest reserves the right to delete any vulgar, inappropriate or otherwise offensive Content, or to require the deletion thereof.
g. You will use SnapHarvest only for lawful purposes.
h. You will not upload pornographic content or other content which is deemed by SnapHarvest, in its sole discretion, to be inappropriate; and
i. There is no suit action or claim or other legal or administrative proceeding now pending or threatened which might directly or indirectly affect your uploaded Content or which might in any way impair the rights granted by you hereunder.
You shall indemnify, defend and hold harmless SnapHarvest, its officers, directors, employees, partners, associates, affiliates, joint ventures, agents and representatives, from any and all claims based on allegations which, if true, would constitute a breach of any of your warranties. The indemnity shall apply to any and all liabilities, losses, damages and expenses (including attorneys' fees and costs) incurred by SnapHarvest as a result of such breach or breaches. SnapHarvest reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to the foregoing indemnification, without affecting your indemnity obligations.
7. Control of Operations
a. SnapHarvest, in its sole discretion, may remove any Content uploaded to the Site including those appearing to infringe the intellectual property rights of other entities.
b. SnapHarvest reserves the right, but does not assume the responsibility, to restrict conduct which SnapHarvest deems in its discretion to be harmful to individual members, damaging to the communities that use SnapHarvest, or in violation of SnapHarvest's or any third party's rights.
a. SnapHarvest expressly disclaims all warranties and conditions of any kind, either express or implied, including without limitation any implied warranties or conditions of merchantability, fitness for a particular purpose, non-infringement of third party rights, and those arising from a course of dealing or usage of trade.
b. SnapHarvest makes no warranty with respect to any guidance. Any guidance provided by SnapHarvest is not legal advice.
c. SnapHarvest, its licensors, and subcontractors do not warrant any connection to, compatibility with, transmission over, nor results or use of, any network connection or facilities provided (or failed to be provided) through SnapHarvest.
d. SnapHarvest makes no warranty that access to the Site will be uninterrupted, timely, secure, or error free.
e. SnapHarvest makes no warranty with respect to any related software or hardware used or provided by SnapHarvest. Any patent, copyright, trademark, trade secret or warranty issues, whether actual or alleged, are the direct responsibility of the manufacturer of said hardware or software product.
9. Limitation of Liability
SnapHarvest shall not be liable to Contributor for any indirect, incidental, special or consequential damages, including, without limitation, damages or loss of business, lost profits, business interruption, loss of business information, or any other pecuniary loss arising from the submission or use of your uploaded Content or the termination of your Contributor account, even if SnapHarvest has been advised of the possibility of such damages.
You may terminate your SnapHarvest Contributor account at any time with or without cause by notifying SnapHarvest's support staff, subject to the limitation that any item of Content uploaded to the Site must be available for a minimum of seven (7) days. SnapHarvest may terminate your account at any time, for any reason or no reason. Accounts that are not accessed (logged into) for more than two (2) years may be deemed terminated at the discretion of SnapHarvest.
11. Impermissible Conduct
a. Any conduct by you that, in SnapHarvest’s sole discretion, restricts or inhibits any other person or entity from using or enjoying SnapHarvest or another service, is strictly prohibited and may result in the termination of a Contributor’s account without further notice.
b. SnapHarvest has the right to refuse to establish an account or to close any existing account, for fraud, intellectual property infringement, violation of a third party's rights including those of privacy or publicity, artificially inflating downloads, submission of material that is obscene in nature, violent or that might be construed as defamatory, failure to comply with SnapHarvest’s guidelines as may be amended from time to time, or for any breach of the terms of this or any other agreement that you have with SnapHarvest.
c. In the event that a Contributor account is terminated due to impermissible conduct or fraud, access to SnapHarvest services, accounts, and commissions, as applicable, is immediately forfeited. You may not knowingly allow any terminated Contributor to use your active Contributor’s account(s).
d. If your account is terminated for any reason you must obtain written authorization from SnapHarvest prior to establishing another account. If you attempt to establish another account without obtaining such authorization, SnapHarvest may permanently ban you from this website and its affiliated websites and services.
e. SnapHarvest has the right and authority, but not the obligation, to take such steps as SnapHarvest deems reasonable, in its sole discretion, to protect SnapHarvest’s rights in the Content. In the event that you believe Content has been misused, you shall take no action without SnapHarvest’s prior written consent, which shall not be unreasonably withheld.
12. SnapHarvest Trademarks
a. You may not adopt or use any registered or common law SnapHarvest trademarks, which include but are not limited to all logos, service marks, trade names, Internet domain names, or other indications of origin now or in the future used by SnapHarvest (“Trademarks”) for any reason without SnapHarvest’s prior written consent.
b. You will not use SnapHarvest’s trademarks or variations (including misspellings) as a domain name, part of a domain name, metatag, keyword, or any other type of programming code or data.
c. You will not contest or otherwise challenge (e.g., in any legal action or otherwise), or assist or encourage any other person or entity to contest or challenge, the validity of any SnapHarvest Trademarks or the Trademark rights claimed by SnapHarvest.
d. The look and feel of the SnapHarvest website, including but not limited to all page headers, custom graphics, icons, and scripts, is the intellectual property of SnapHarvest and may not be copied, imitated or used, in whole or in part, without the prior written consent of SnapHarvest.
e. You will not use SnapHarvest’s trademarks for search engine advertising and/or marketing. You acknowledge that such advertising might infringe on the intellectual property rights of SnapHarvest and/or third parties.
f. You will not transmit unsolicited emails or engage in so-called “spamming” to publicize or promote your relationship with SnapHarvest or the sale of your Content.
If any provision of this Agreement is determined to be invalid or unenforceable, the remainder shall be unaffected and shall be enforceable by either party. To the extent any provision of this Agreement is adjudicated to be invalid or unenforceable because it is overly broad or overly restrictive, that provision shall not be void but rather shall be limited only to the extent required by applicable law and enforced as so limited. The parties expressly acknowledge and agree that this paragraph is reasonable and necessary to assure that the intent of the parties is carried out.